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Oxbridge Re Hldgs Ltd SEC Filings

OXBR NASDAQ

Welcome to our dedicated page for Oxbridge Re Hldgs SEC filings (Ticker: OXBR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

Oxbridge Re Holdings Limited filings document its tokenized reinsurance offerings, property-and-casualty reinsurance operations, capital structure and governance. Form 8-K reports cover operating results, SurancePlus participation shares represented by digital tokens, collateralized reinsurance contract funding, and material financing arrangements such as promissory notes and related security agreements.

Registration and capital-market disclosures address ordinary share sales under a Form S-3 shelf and equity distribution arrangements, while cover-page data identifies the company’s Nasdaq-listed ordinary shares and warrants. Proxy filings describe annual meeting matters, director elections, auditor ratification and shareholder voting procedures for the Cayman Islands holding company.

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Oxbridge Re Holdings Limited has filed a prospectus supplement to offer ordinary shares in an at-the-market program with aggregate offering capacity of $1,678,301 through Chardan Capital Markets LLC as sales agent.

The Sales Agreement permits sales from time to time on Nasdaq or other U.S. markets at market prices; the Sales Agent earns a 3.0% commission. The filing states 8,101,374 ordinary shares outstanding as of June 19, 2026 and reports a last reported sale price of $1.03 per share on June 17, 2026. Proceeds are intended for general corporate purposes, including funding reinsurance operations; actual proceeds depend on the number and timing of sales.

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Oxbridge Re Holdings Limited entered into an at-the-market sales agreement with Chardan Capital Markets, allowing it to sell ordinary shares with an aggregate offering price of up to $1,678,301 under its existing Form S-3 shelf registration. Chardan will act as sales agent and receive a 3.0% commission on gross proceeds, plus up to $20,000 for legal fees. Sales, if any, may be made from time to time on the Nasdaq Capital Market, and the company is not obligated to issue any shares. Oxbridge Re plans to use any net proceeds for general corporate purposes, including funding its reinsurance operations, with interim investment in short-term, investment grade, interest-bearing instruments or cash. The new agreement replaces a prior sales arrangement with Maxim Group that was terminated on June 20, 2026.

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Oxbridge Re Holdings Limited reported results of its 2026 Annual Meeting of Shareholders held on June 12, 2026. On the April 15, 2026 record date, 8,101,374 ordinary shares were outstanding and entitled to vote.

Shareholders elected five directors—Sanjay Madhu, Arun Gowda, Dwight Merren, Wrendon Timothy, and Lesley Thompson—to serve until the 2027 annual meeting. Votes for individual nominees ranged from 2,432,035 to 2,593,023, with broker non-votes of 1,896,269 for each.

Shareholders ratified the appointment of Hacker, Johnson & Smith, P.A. as independent auditor for the year ending December 31, 2026, with 4,389,427 votes for, 140,608 against, and 153,217 abstentions. They also approved, on a non-binding advisory basis, the compensation of named executive officers, with 2,130,908 votes for, 586,173 against, 69,902 abstentions, and 1,896,269 broker non-votes.

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Oxbridge Re Holdings Limited reported Q1 2026 results highlighting progress in its tokenized reinsurance platform and a return to profitability. Net premiums earned were $555,000, down slightly from $595,000 a year earlier, and total revenue was $623,000 versus $692,000 in Q1 2025.

Net income attributable to ordinary shareholders was $22,000, compared with a net loss of $139,000 in the prior-year quarter, as a smaller share of underwriting income was allocated to tokenholders and unrealized losses on investments declined. Expenses rose modestly to $583,000, mainly from higher professional costs tied to investor relations and its Web3 subsidiary.

The loss ratio remained at 0%, but the expense and combined ratios increased to 105% from 95.8%. As of March 31, 2026, cash and restricted cash totaled $8.19 million, supporting ongoing SurancePlus tokenized reinsurance offerings and new initiatives in areas such as tokenized data center and AI infrastructure revenue streams.

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Oxbridge Re Holdings Limited reported Q1 2026 net income of $22,000 attributable to ordinary shareholders, compared with a net loss of $139,000 in Q1 2025. Basic and diluted earnings per share were approximately breakeven versus a $(0.02) loss per share a year earlier.

Total revenue was $623,000, down modestly from $692,000, as net premiums earned slipped to $555,000 and investment income to $68,000. Expenses were broadly stable at $583,000. Cash and restricted cash rose to $8.19 million, aided by a new $1.0 million loan and prior tokenized reinsurance offerings through SurancePlus.

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Filing
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Oxbridge Re Holdings has called its Annual General Meeting for June 12, 2026 in Grand Cayman. Shareholders will vote on re‑electing five directors, ratifying Hacker, Johnson & Smith, P.A. as auditor for 2026, and approving a non‑binding "say‑on‑pay" resolution for named executive officers.

Holders of 8,101,374 ordinary shares as of April 15, 2026 get one vote per share, subject to a 9.9% voting cap that can reallocate voting power among other investors. The board recommends voting FOR all three proposals.

The proxy details governance structures, including three fully independent committees and an insider‑trading and clawback policy. It outlines 2025 compensation for CEO Jay Madhu and CFO Wrendon Timothy, including base salaries, cash bonuses tied to 2024 performance, and equity awards, along with new employment agreements effective through 2028.

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Oxbridge Re Holdings investors filed an amended Schedule 13D reporting updated ownership and a recent share sale. Allan S. Martin beneficially owns 760,960 ordinary shares, or 9.3% of the class, through direct holdings, joint holdings with his wife, warrants, and Fleur de Lis Partners, LLLP interests. Marie B. Martin reports 222,731 shares, or 2.8%, including trust and warrant holdings. Fleur de Lis Partners, LLLP reports 317,770 shares, or 4.0%. The Allan S Martin Childrens IRRV Trust reports 17,332 shares. On April 16, 2026, Allan S. Martin disposed of 32,911 shares at $0.6848 per share. The filing states all shares and warrants were acquired for investment purposes using personal funds.

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Oxbridge Re Holdings Ltd large shareholder Allan S. Martin reported gifting ordinary shares rather than trading them in the market. On April 16, 2026, he made bona fide gifts totaling 135,134 ordinary shares, including 32,911 shares from his directly held joint position and 102,223 shares from an entity associated with the Martin Family Foundation.

After these gifts, Martin still directly holds 183,892 ordinary shares jointly with his spouse and indirectly holds 68,770 ordinary shares through Fleur de Lis Partners, LLLP. The filing notes he has voting and investment power over the Fleur de Lis position but disclaims beneficial ownership of those indirect holdings except to the extent of his pecuniary interest.

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Oxbridge Re Holdings Limited filed Amendment No. 1 to its annual report for the year ended December 31, 2025 to add Part III information normally included in a proxy statement and to update its exhibit list. The amendment details board composition, committee structures, director independence, executive pay, equity awards, related‑party reinsurance, and auditor fees. It does not update or change previously reported 2025 financial results and must be read together with the original annual report.

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FAQ

How many Oxbridge Re Hldgs (OXBR) SEC filings are available on StockTitan?

StockTitan tracks 19 SEC filings for Oxbridge Re Hldgs (OXBR), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Oxbridge Re Hldgs (OXBR)?

The most recent SEC filing for Oxbridge Re Hldgs (OXBR) was filed on June 22, 2026.