UNITED INSURANCE HOLDINGS CORP. (Form: 10-Q, Received: 11/06/2020 16:05:28)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_______________________

FORM 10-Q

_______________________

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2020

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

Commission File Number 001-35761

____________________

United Insurance Holdings Corp.

(Exact Name of Registrant as Specified in its Charter)

Delaware

75-3241967

(State or Other Jurisdiction of
Incorporation or Organization)

(IRS Employer Identification Number)

800 2nd Avenue S.

33701

St. Petersburg,

Florida

(Address of Principle Executive Offices)

(Zip Code)

727-895-7737

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, $0.0001 par value per share	UIHC	Nasdaq Stock Market LLC

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☐

Accelerated filer

☑

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. £

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No R

As of November 3, 2020, 43,080,410 shares of common stock, par value $0.0001 per share, were outstanding.

UNITED INSURANCE HOLDINGS CORP.


PART I. FINANCIAL INFORMATION
	Item 1. Financial Statements	4
	Condensed Consolidated Balance Sheets (Unaudited)	4
	Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)	5
	Condensed Consolidated Statements of Stockholders' Equity (Unaudited)	7
	Condensed Consolidated Statements of Cash Flows (Unaudited)	8
	Notes to Unaudited Condensed Consolidated Financial Statements	9
	Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	31
	Item 3. Quantitative and Qualitative Disclosures About Market Risk	45
	Item 4. Controls and Procedures	46
PART II. OTHER INFORMATION
	Item 1. Legal Proceedings	46
	Item 1A. Risk Factors	46
	Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	47
	Item 3. Defaults Upon Senior Securities	47
	Item 4. Mine Safety Disclosures	47
	Item 5. Other Information	48
	Item 6. Exhibits	48
Signatures		49

Throughout this Quarterly Report on Form 10-Q (Form 10-Q), we present amounts in all tables in thousands, except for share amounts, per share amounts, policy counts or where more specific language or context indicates a different presentation. In the narrative sections of this Form 10-Q, we show full values rounded to the nearest thousand.

UNITED INSURANCE HOLDINGS CORP.

FORWARD-LOOKING STATEMENTS

This Form 10-Q contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include statements about anticipated growth in revenues, gross written premium, earnings per share, estimated unpaid losses on insurance policies, investment returns, and diversification and expectations about our liquidity, our ability to meet our investment objectives and our ability to manage and mitigate market risk with respect to our investments. Without limiting the generality of the foregoing, words such as “may,” “will,” “expect,” “endeavor,” “project,” “believe,” “plan,” “anticipate,” “intend,” “could,” “would,” “estimate,” or “continue” or the negative variations thereof or comparable terminology are intended to identify forward-looking statements. These statements are based on current expectations, estimates and projections about the industry and market in which we operate, and management's beliefs and assumptions. Forward-looking statements are not guarantees of future performance and involve certain known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. The risks and uncertainties include, without limitation:

•our exposure to catastrophic events and severe weather conditions;

•the regulatory, economic and weather conditions present in Florida, the state in which we are most concentrated;

•our ability to cultivate and maintain agent relationships, particularly our relationship with AmRisc, LLC (AmRisc);

•the possibility that actual claims incurred may exceed our loss reserves for claims;

•assessments charged by various governmental agencies;

•our ability to implement and maintain adequate internal controls over financial reporting;

•our ability to maintain information technology and data security systems, and to outsource relationships;

•our reliance on key vendor relationships, and the ability of our vendors to protect the personally identifiable information of our customers, claimants or employees;

•our ability to attract and retain the services of senior management;

•risks and uncertainties relating to our acquisitions, mergers and other strategic transactions;

•risks associated with joint ventures and investments in which we share ownership or management with third parties;

•our ability to generate sufficient cash to service all of our indebtedness and comply with covenants and other requirements related to our indebtedness;

•our ability to increase or maintain our market share;

•changes in the regulatory environment present in the states in which we operate;

•the impact of new federal or state regulations that affect the insurance industry;

•the cost, variability and availability of reinsurance;

•our ability to collect from our reinsurers on our reinsurance claims;

•dependence on investment income and the composition of our investment portfolio and related market risks;

•the possibility of the pricing and terms for our products to decline due to the historically cyclical nature of the property and casualty insurance and reinsurance industry;

•the outcome of legal actions pending against us, including the terms of any settlements;

•downgrades in our financial strength or stability ratings;

•the impact of future sales of substantial amounts of our common stock by us or our significant stockholders on our stock price;

•our ability to pay dividends in the future, which may be constrained by our holding company structure;

•the ability of our subsidiaries to pay dividends in the future, which may affect our liquidity and our ability to meet our obligations;

•the ability of R. Daniel Peed and his affiliates to exert significant control over us due to substantial ownership of our common stock, subject to certain restrictive covenants that may restrict our ability to pursue certain opportunities;

•the impact of transactions by R. Daniel Peed and his affiliates on the price of our common stock;

•provisions in our charter documents that may make it harder for others to obtain control of us;

•the impact of the novel strain of coronavirus (COVID-19) and related business disruption and economic uncertainty on our business, results of operations and financial condition; and

•other risks and uncertainties described in the section entitled "Risk Factors" in Part I, Item 1A in our Annual Report on Form 10-K for the year ended December 31, 2019 and in Part II, Item 1A of this Form 10-Q.

We caution you not to place undue reliance on these forward-looking statements, which are valid only as of the date they were made. Except as may be required by applicable law, we undertake no obligation to update or revise any forward-looking statements to reflect new information, the occurrence of unanticipated events or otherwise.

UNITED INSURANCE HOLDINGS CORP.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Condensed Consolidated Balance Sheets (Unaudited)


	September 30, 2020		December 31, 2019
ASSETS
Investments, at fair value:
Fixed maturities, available-for-sale (amortized cost of $984,028 and $869,598, respectively)	$	1,026,438	$	884,861
Equity securities	36,470		116,610
Other investments (amortized cost of $37,611 and $8,067, respectively)	38,371		10,252

Total investments	$	1,101,279	$	1,011,723
Cash and cash equivalents	323,314		215,469
Restricted cash	53,234		71,588
Total cash, cash equivalents and restricted cash	$	376,548	$	287,057
Accrued investment income	5,691		5,901
Property and equipment, net	34,880		32,728
Premiums receivable, net (credit allowance of $132 and $165, respectively)	98,948		86,568
Reinsurance recoverable on paid and unpaid losses, net (credit allowance of $368 and $256, respectively)	780,298		550,136
Ceded unearned premiums	402,804		270,034
Goodwill	73,045		73,045
Deferred policy acquisition costs, net	119,089		104,572
Intangible assets, net	22,855		26,079
Other assets, net (credit allowance of $51 and $141, respectively)	49,350		19,375
Total Assets	$	3,064,787	$	2,467,218
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Unpaid losses and loss adjustment expenses	$	1,082,126	$	760,357
Unearned premiums	771,959		674,055
Reinsurance payable on premiums	347,711		166,131
Payments outstanding	68,505		57,555
Accounts payable and accrued expenses	89,657		78,592
Operating lease liability	2,242		324
Other liabilities	69,146		47,407
Notes payable, net	158,043		158,932
Total Liabilities	$	2,589,389	$	1,943,353
Commitments and contingencies (Note 10)
Stockholders' Equity:
Preferred stock, $0.0001 par value; 1,000,000 shares authorized; none issued or outstanding	$	—	$	—
Common stock, $0.0001 par value; 50,000,000 shares authorized; 43,255,798 and 43,056,310 issued, respectively; 43,080,410 and 43,028,074 outstanding, respectively	4		4
Additional paid-in capital	392,754		391,852
Treasury shares, at cost: 212,083 shares	(431)		(431)
Accumulated other comprehensive income	31,732		11,319
Retained earnings	29,881		100,394
Total stockholders' equity attributable to United Insurance Holdings Corp. (UIHC) stockholders	$	453,940	$	503,138
Noncontrolling interests (NCI)	21,458		20,727
Total Stockholders' Equity	$	475,398	$	523,865
Total Liabilities and Stockholders' Equity	$	3,064,787	$	2,467,218

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

UNITED INSURANCE HOLDINGS CORP.

Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2020		2019		2020		2019
REVENUE:
Gross premiums written	$	365,819	$	317,184	$	1,140,653	$	1,085,505
Change in gross unearned premiums	(11,828)		27,499		(97,904)		(98,984)
Gross premiums earned	353,991		344,683		1,042,749		986,521
Ceded premiums earned	(165,250)		(151,763)		(476,930)		(422,475)
Net premiums earned	188,741		192,920		565,819		564,046
Net investment income	6,010		7,803		18,834		22,668
Net realized investment gains	24,968		18		24,959		186
Net unrealized gain (loss) on equity securities	(11,552)		2,609		(17,456)		15,519
Other revenue	4,566		4,248		13,278		12,276
Total revenue	212,733		207,598		605,434		614,695
EXPENSES:
Losses and loss adjustment expenses	218,652		148,125		423,182		368,924
Policy acquisition costs	58,735		61,849		170,183		178,717
Operating expenses	14,483		12,167		38,164		33,577
General and administrative expenses	19,224		19,105		53,646		53,488
Interest expense	2,210		2,443		7,194		7,379
Total expenses	313,304		243,689		692,369		642,085
Loss before other income	(100,571)		(36,091)		(86,935)		(27,390)
Other income	18		17		60		44
Loss before income taxes	(100,553)		(36,074)		(86,875)		(27,346)
Benefit for income taxes	(26,685)		(7,859)		(24,933)		(5,912)
Net Loss	$	(73,868)	$	(28,215)	$	(61,942)	$	(21,434)
Less: Net income attributable to NCI	204		65		579		280
Net loss attributable to UIHC	$	(74,072)	$	(28,280)	$	(62,521)	$	(21,714)
OTHER COMPREHENSIVE INCOME:
Change in net unrealized gains on investments	27,884		5,606		52,106		30,561
Reclassification adjustment for net realized investment gains	(24,968)		(18)		(24,959)		(186)

Income tax expense related to items of other comprehensive income	(707)		(1,486)		(6,582)		(7,374)
Total comprehensive income (loss)	$	(71,659)	$	(24,113)	$	(41,377)	$	1,567
Less: Comprehensive income attributable to NCI	208		101		731		537
Comprehensive income (loss) attributable to UIHC	$	(71,867)	$	(24,214)	$	(42,108)	$	1,030

Weighted average shares outstanding
Basic	42,893,205		42,795,414		42,853,364		42,750,710
Diluted	42,893,205		42,795,414		42,853,364		42,750,710

Earnings available to UIHC common stockholders per share
Basic	$	(1.73)	$	(0.66)	$	(1.46)	$	(0.51)
Diluted	$	(1.73)	$	(0.66)	$	(1.46)	$	(0.51)

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

Statements include related party transactions as detailed in Note 12.

UNITED INSURANCE HOLDINGS CORP.

Condensed Consolidated Statements of Stockholders’ Equity for the Three Months Ended

(Unaudited)


	Common Stock			Additional Paid-in Capital		Treasury Stock		Accumulated Other Comprehensive Income		Retained Earnings		Stockholders' Equity Attributable to UIHC		NCI		Total Stockholders’ Equity
	Number of Shares	Dollars

June 30, 2019	43,231,184	$	4	$	390,719	$	(431)	$	9,648	$	141,973	$	541,913	$	20,575	$	562,488
Net income (loss)	—	—		—		—		—		(28,280)		(28,280)		65		(28,215)
Other comprehensive income, net	—	—		—		—		4,066		—		4,066		36		4,102

Stock Compensation	3,304	—		714		—		—		—		714		—		714

Cash dividends on common stock ($0.06 per common share)	—	—		—		—		—		(2,571)		(2,571)		—		(2,571)



September 30, 2019	43,234,488	$	4	$	391,433	$	(431)	$	13,714	$	111,122	$	515,842	$	20,676	$	536,518


	Common Stock			Additional Paid-in Capital		Treasury Stock		Accumulated Other Comprehensive Income		Retained Earnings		Stockholders' Equity Attributable to UIHC		NCI		Total Stockholders’ Equity
	Number of Shares	Dollars

June 30, 2020	43,068,379	$	4	$	392,633	$	(431)	$	29,527	$	106,534	$	528,267	$	21,250	$	549,517
Net income (loss)	—	—		—		—		—		(74,072)		(74,072)		204		(73,868)
Other comprehensive income, net	—	—		—		—		2,205		—		2,205		4		2,209

Stock Compensation	12,031	—		121		—		—		—		121		—		121

Cash dividends on common stock ($0.06 per common share)	—	—		—		—		—		(2,581)		(2,581)		—		(2,581)



September 30, 2020	43,080,410	$	4	$	392,754	$	(431)	$	31,732	$	29,881	$	453,940	$	21,458	$	475,398

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

UNITED INSURANCE HOLDINGS CORP.

Condensed Consolidated Statements of Stockholders’ Equity For the Nine Months Ended

(Unaudited)


	Common Stock			Additional Paid-in Capital		Treasury Stock		Accumulated Other Comprehensive Income (loss)		Retained Earnings		Stockholders' Equity Attributable to UIHC		NCI		Total Stockholders’ Equity
	Number of Shares	Dollars

December 31, 2018	42,984,578	$	4	$	389,141	$	(431)	$	(9,030)	$	140,546	$	520,230	$	20,139	$	540,369
Net income (loss)	—	—		—		—		—		(21,714)		(21,714)		280		(21,434)
Other comprehensive income, net	—	—		—		—		22,744		—		22,744		257		23,001
Stock Compensation	249,910	—		2,292		—		—				2,292		—		2,292

Cash dividends on common stock ($0.18 per common share)	—	—		—		—		—		(7,710)		(7,710)		—		(7,710)


September 30, 2019	43,234,488	$	4	$	391,433	$	(431)	$	13,714	$	111,122	$	515,842	$	20,676	$	536,518


	Common Stock			Additional Paid-in Capital		Treasury Stock		Accumulated Other Comprehensive Income		Retained Earnings		Stockholders' Equity Attributable to UIHC		NCI		Total Stockholders’ Equity
	Number of Shares	Dollars

December 31, 2019	43,028,074	$	4	$	391,852	$	(431)	$	11,319	$	100,394	$	503,138	$	20,727	$	523,865
Net income (loss)	—	—		—		—		—		(62,521)		(62,521)		579		(61,942)
Other comprehensive income, net	—	—		—		—		20,413		—		20,413		152		20,565
Reclassification due to adoption of ASU 2016-13	—	—		—		—		—		(262)		(262)		—		(262)
Stock Compensation	52,336			902		—		—		—		902		—		902

Cash dividends on common stock ($0.18 per common share)	—	—		—		—		—		(7,730)		(7,730)		—		(7,730)



September 30, 2020	43,080,410	$	4	$	392,754	$	(431)	$	31,732	$	29,881	$	453,940	$	21,458	$	475,398

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

UNITED INSURANCE HOLDINGS CORP.

Condensed Consolidated Statements of Cash Flows (Unaudited)


	Nine Months Ended September 30,
	2020		2019
OPERATING ACTIVITIES
Net loss	$	(61,942)	$	(21,434)
Adjustments to reconcile net losses to net cash used by operating activities:
Depreciation and amortization	7,875		8,984
Bond amortization and accretion	4,686		3,884
Net realized gains on investments	(24,959)		(186)
Net unrealized losses (gains) on equity securities	17,456		(15,519)
Provision for uncollectable premiums	(132)		186
Provision for uncollectable reinsurance recoverables	(368)		—
Provision for uncollectable notes receivable	(51)		—
Deferred income taxes, net	(1,172)		(4,584)
Stock based compensation	988		2,292
Changes in operating assets and liabilities:
Accrued investment income	210		(20)
Premiums receivable	(12,113)		9,265
Reinsurance recoverable on paid and unpaid losses	(230,050)		(22,374)
Ceded unearned premiums	(132,770)		(149,665)
Deferred policy acquisition costs, net	(14,517)		(9,576)
Other assets	(30,065)		(8,031)
Unpaid losses and loss adjustment expenses	321,769		162,944
Unearned premiums	97,904		98,984
Reinsurance payable on premiums	181,580		146,722
Payments outstanding	10,950		227
Accounts payable and accrued expenses	11,065		8,153
Operating lease liability	1,918		356
Other liabilities	16,330		17,513
Net cash provided by operating activities	$	164,592	$	228,121
INVESTING ACTIVITIES
Proceeds from sales, maturities and repayments of:
Fixed maturities	147,551		168,342
Equity securities	114,575		1,978
Other investments	2,928		5,461

Purchases of:
Fixed maturities	(265,685)		(200,208)
Equity securities	(26,497)		(11,011)
Other investments	(32,465)		(6,395)

Cost of property, equipment and capitalized software acquired	(9,463)		(16,437)
Disposal of property, equipment and capitalized software	2,914		—
Net cash used in investing activities	$	(66,142)	$	(58,270)
FINANCING ACTIVITIES

Repayments of borrowings	(1,143)		(849)
Dividends	(7,730)		(7,710)
Tax withholding payment related to net settlement of equity awards	(86)		—
Net cash used in financing activities	$	(8,959)	$	(8,559)
Increase in cash, cash equivalents and restricted cash	89,491		161,292
Cash, cash equivalents and restricted cash at beginning of period	287,057		184,120
Cash, cash equivalents and restricted cash at end of period	$	376,548	$	345,412
Supplemental Cash Flows Information
Interest paid	$	4,828	$	4,930
Income taxes paid	$	1,015	$	284

See accompanying Notes to Unaudited Condensed Consolidated Financial Statements.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

1) ORGANIZATION, CONSOLIDATION AND PRESENTATION

(a)Business

United Insurance Holdings Corp. (referred to in this document as we, our, us, the Company or UPC Insurance) is a property and casualty insurance holding company that sources, writes and services residential personal and commercial property and casualty insurance policies using a network of agents, four wholly-owned insurance subsidiaries, and one majority-owned insurance subsidiary. Our largest insurance subsidiary is United Property & Casualty Insurance Company (UPC), which was formed in Florida in 1999 and has operated continuously since that time. Our four other insurance subsidiaries are Family Security Insurance Company, Inc. (FSIC), acquired via merger on February 3, 2015; Interboro Insurance Company (IIC), acquired via merger on April 29, 2016; American Coastal Insurance Company (ACIC), acquired via merger on April 3, 2017; and Journey Insurance Company (JIC). JIC was formed in strategic partnership with a subsidiary of Tokio Marine Kiln Group Limited (Kiln) on August 30, 2018. The Kiln subsidiary holds a noncontrolling interest in JIC.

Our other subsidiaries include United Insurance Management, L.C. (UIM), a managing general agent that manages

substantially all aspects of UPC and FSIC's business, as well as JIC's personal residential business; Skyway Claims Services, LLC, which provides claims adjusting services to UPC, FSIC, ACIC and IIC; AmCo Holding Company, LLC (AmCo) and Family Security Holdings, LLC (FSH), which are holding company subsidiaries that consolidate their respective insurance companies; BlueLine Cayman Holdings (BlueLine), which reinsures portfolios of excess and surplus policies; UPC Re, which provides a portion of the reinsurance protection purchased by our insurance subsidiaries when needed; Skyway Reinsurance Services, LLC, which provides reinsurance brokerage services for our insurance companies; and Skyway Legal Services, LLC, which provides claims litigation services to our insurance companies.

Our primary product is homeowners' insurance, which we currently offer in 12 states, under authorization from the insurance regulatory authorities in each state. In addition, we write commercial residential insurance in the state of Florida. We are also licensed to write property and casualty insurance in an additional six states; however, we have not commenced writing in these states.

We conduct our operations under one reportable segment, property and casualty insurance policies. Our chief operating decision maker is our President, who makes decisions to allocate resources and assesses performance at the corporate level.

(b)Consolidation and Presentation

We prepare our unaudited condensed consolidated interim financial statements in conformity with U.S. generally accepted accounting principles (GAAP). We have condensed or omitted certain information and footnote disclosures normally included in the annual consolidated financial statements presented in accordance with GAAP. In management's opinion, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, including normal recurring items, considered necessary for a fair presentation of interim periods. We include all of our subsidiaries in our consolidated financial statements, eliminating intercompany balances and transactions during consolidation. Our unaudited condensed consolidated interim financial statements and footnotes should be read in conjunction with our consolidated financial statements and footnotes in our Annual Report on Form 10-K for the year ended December 31, 2019.

While preparing our unaudited condensed consolidated financial statements, we make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements, as well as reported amounts of revenues and expenses during the reporting period. Accordingly, actual results could differ from those estimates. Reported amounts that require us to make extensive use of estimates include our reserves for unpaid losses and loss adjustment expenses, investments and goodwill. Except for the captions on our Unaudited Condensed Consolidated Balance Sheets and Unaudited Condensed Consolidated Statements of Comprehensive Income, we generally use the term loss(es) to collectively refer to both loss and loss adjustment expenses.

We reclassified certain amounts in the 2019 financial statements to conform to the 2020 presentation. These reclassifications had no impact on our results of operations or stockholders' equity, as previously reported.

Our results of operations and our cash flows as of the end of the interim periods reported herein do not necessarily indicate our results for the remainder of the year or for any other future period.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

(c)Impact of COVID-19 and Financial Status

The COVID-19 pandemic has resulted in governments worldwide enacting emergency measures to combat the spread of the virus. These measures, which include the implementation of travel bans and restrictions, self-imposed quarantine periods, state and local shelter-in-place orders, business and government shutdowns and social distancing, have caused and continue to cause material disruption to businesses and economies globally. In addition, global equity markets have experienced and continue to experience significant volatility and weakness.

We are committed to our employees, agents, customers and stockholders in our resolve to maintain a stable and secure business. During the third quarter of 2020, we were able to resume hiring activities, despite the limits on in-person interviews and on-boarding procedures resulting from COVID-related protocols. In addition, we have converted to virtual sales processes to enable our agents to continue their activities. We believe these activities, collectively, help ensure the health and safety of our employees through adherence to CDC, state and local government work guidelines.

We have not experienced a material impact from COVID-19 on our business operations, financial position, liquidity or our ability to service our policyholders to date, with the exceptions of fluctuations in our investment portfolios due to volatility of the equity securities markets, as further described in Part I, Item 2. "Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Form 10-Q. We reduced the size of the equity securities portfolio during the third quarter of 2020, which has reduced the impact of fluctuations in the markets on our financial condition. The COVID-19 pandemic and resulting global disruptions did not have a material impact on our access to credit and capital markets needed to maintain sufficient liquidity for our continued operating needs during the third quarter of 2020.

The scope, severity and longevity of any business shutdowns and economic disruptions as a result of the COVID-19 outbreak are highly uncertain and cannot be predicted at this time, as new information may continue to emerge concerning the actions governments may take to contain or mitigate the spread of the virus or address its impact on individuals, businesses and the economy. We did not incur material claims or significant disruptions to our business for the three and nine months ended September 30, 2020. At this time, it is not possible to reasonably estimate the extent of the impact of the economic uncertainties on our business, results of operations and financial condition in future periods, due to uncertainty regarding the duration of the COVID-19 pandemic, but we will continue to respond to the COVID-19 pandemic and take reasonable measures to make sure customers continue to be served without interruption.

2) SIGNIFICANT ACCOUNTING POLICIES

(a) Changes to Significant Accounting Policies

We have made no changes to our significant accounting policies as reported in our Annual Report on Form 10-K for the year ended December 31, 2019, except for the standards adopted in 2020 as noted below.

(b) Allowance for Expected Credit Losses

We are exposed to credit losses primarily through three different pools of assets based on similar risk characteristics: premiums receivable for direct written business; reinsurance recoverables from ceded losses to our reinsurers; and our note receivable. We estimate the expected credit losses based on historical trends, credit ratings assigned to reinsurers by rating agencies, average default rates, current economic conditions, and reasonable and supportable forecasts of future economic conditions that affect the collectability of the reported amounts over its expected life. Changes in the relevant information may significantly affect the estimates of expected credit losses.

The allowance for credit losses is deducted from the amortized cost basis of the assets to present their net carrying value at the amount expected to be collected. Each period, the allowance for credit losses is adjusted through earnings to reflect expected credit losses over the remaining lives of the assets.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

The following table summarizes our allowance for expected credit losses by pooled asset for the nine months ended September 30, 2020:


	December 31, 2019		Provision for expected credit losses		Write-offs		September 30, 2020
Premiums Receivable	$	165	$	(235)	$	202	$	132
Reinsurance Recoverables	256		112		—		368
Note Receivable	141		(90)		—		51
Total	$	562	$	(213)	$	202	$	551

On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief, and Economic Security (CARES) Act to mitigate the economic impacts of the COVID-19 crisis. Among other things, the CARES Act included technical corrections to the effective date language in the Tax Cuts and Jobs Act (TCJA) enacted on December 22, 2017. We assessed two provisions of the CARES Act to determine the impact to our business.

First, the TCJA simplified the definition of "qualified improvement property" and removed the 15-year life for cost recovery, resulting in a 39-year life which excluded the assets from being eligible for bonus depreciation. The CARES Act reinstated the 15-year recovery period effective as if it had been included in the TCJA, making the change applicable to property placed in service after December 31, 2017. After performing our assessment, we concluded that this provision had no impact to our financial statements.

Second, the TCJA eliminated the two-year carryback period and provided for indefinite carryforward of net operating losses against future tax periods, with the future deduction limited to 80% of taxable income before consideration of net operating loss deduction. The CARES Act amended the law for net operating losses generated in taxable years beginning after December 31, 2017 and before January 1, 2021. Net operating losses generated by a corporation during these taxable years now have a five-year carryback period. In addition, these losses can be carried forward to future taxable years without being subject to the 80% limitation. After performing our assessment, we concluded that this provision increased our federal tax recoverable by $12,513,000 and decreased our deferred tax asset by $7,250,000.

(d) Recently Adopted Accounting Pronouncements

In August 2018, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement (ASU 2018-13). This update modifies the existing disclosure requirements on fair value measurements in Topic 820 by changing requirements regarding Level 1, Level 2 and Level 3 investments. ASU 2018-13 is effective for annual reporting periods beginning after December 15, 2019, including interim periods within those annual periods. Entities are permitted to early adopt any removed or modified disclosures of ASU 2018-13 immediately and delay the adoption of the additional disclosures until their effective date. We early adopted the guidance on removed and modified disclosures and adopted the remainder of the guidance on January 1, 2020, which has not impacted the accompanying unaudited condensed consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (ASU 2017-04). This update simplifies the manner in which an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. ASU 2017-04 is effective for annual periods beginning after December 15, 2019, including interim periods within those annual periods, with early adoption permitted for certain requirements. We adopted this guidance in the course of performing our annual assessment of goodwill during the fourth quarter of 2020 using data as of September 30, 2020. Any potential impairments will be recorded as of December 31, 2020. Any impact of the adoption of this standard on our consolidated financial statements and related disclosures will be dependent on market conditions of the reporting units at the time of our assessment and subsequent adoption.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments- Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (ASU 2016-13). This update is intended to replace the incurred loss impairment methodology in current GAAP with a method that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. ASU 2016-13 will provide users with more useful

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

information regarding the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. In addition, credit losses on available-for-sale debt securities will now have to be presented as an allowance rather than as a write-down. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. We adopted this guidance as of January 1, 2020 using a modified retrospective approach, which allowed us to initially apply the new credit loss guidance at the adoption date and recognize a cumulative effect adjustment to the opening balance of retained earnings for 2020, with no adjustment to prior periods presented. The cumulative effect to the opening balance of retained earnings for 2020 was a decrease of $262,000, net of reversals from allowances recorded under prior guidance.

(e) Pending Accounting Pronouncements

We have evaluated recent accounting pronouncements that have had or may have a significant effect on our financial statements or on our disclosures.

In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes (ASU 2019-12). This update enhances and simplifies various aspects of the income tax guidance, including intra-period tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. ASU 2019-12 is effective for annual reporting periods beginning after December 15, 2020, including interim periods within those fiscal years, with early adoption permitted. We do not intend to early adopt and are assessing the impact of adopting this new accounting standard on our unaudited condensed consolidated financial statements and related disclosures.

3) INVESTMENTS

The following table details fixed-maturity available-for-sale securities, by major investment category, at September 30, 2020 and December 31, 2019:


	Cost or Adjusted/Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
September 30, 2020
U.S. government and agency securities	$	118,213	$	4,942	$	25	$	123,130
Foreign government	1,725		144		—		1,869
States, municipalities and political subdivisions	157,280		5,521		120		162,681
Public utilities	39,083		2,872		—		41,955
Corporate securities	331,208		17,120		662		347,666
Mortgage-backed securities	267,532		12,285		400		279,417
Asset-backed securities	62,623		1,055		327		63,351
Redeemable preferred stocks	6,364		66		61		6,369
Total fixed maturities	$	984,028	$	44,005	$	1,595	$	1,026,438

December 31, 2019
U.S. government and agency securities	$	120,260	$	749	$	193	$	120,816
Foreign government	3,975		97		1		4,071
States, municipalities and political subdivisions	131,203		2,611		63		133,751
Public utilities	24,660		700		26		25,334
Corporate securities	281,892		7,123		143		288,872
Mortgage-backed securities	248,206		4,174		477		251,903
Asset-backed securities	56,487		683		41		57,129
Redeemable preferred stocks	2,915		72		2		2,985
Total fixed maturities	$	869,598	$	16,209	$	946	$	884,861

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

Equity securities are summarized as follows:


	September 30, 2020				December 31, 2019
	Estimated Fair Value		Percent of Total		Estimated Fair Value		Percent of Total

Mutual funds	$	7,945	21.8	%	$	65,453	56.1	%
Public utilities	—		—		3,663		3.1
Other common stocks	20,343		55.8		44,492		38.2
Nonredeemable preferred stocks	8,182		22.4		3,002		2.6
Total equity securities	$	36,470	100.0	%	$	116,610	100.0	%

When we sell investments, we calculate the gain or loss realized on the sale by comparing the sales price (fair value) to the cost or adjusted/amortized cost of the security sold. We determine the cost or adjusted/amortized cost of the security sold using the specific-identification method. The following table details our realized gains (losses) by major investment category for the three and nine months ended September 30, 2020 and 2019, respectively:


	2020				2019
	Gains (Losses)		Fair Value at Sale		Gains (Losses)		Fair Value at Sale
Three Months Ended September 30,
Fixed maturities	$	708	$	47,153	$	66	$	34,282
Equity securities	26,724		97,725		3		272
Short-term investments	—		1,275		—		2,511
Total realized gains	27,432		146,153		69		37,065
Fixed maturities	(45)		1,203		(48)		2,033
Equity securities	(2,419)		9,509		(3)		14
Short-term investments	—		—		—		10
Total realized losses	(2,464)		10,712		(51)		2,057
Net realized investment gains	$	24,968	$	156,865	$	18	$	39,122
Nine Months Ended September 30,
Fixed maturities	$	1,425	$	139,609	$	597	$	129,364
Equity securities	27,550		101,696		94		814
Short-term investments	—		1,346		—		3,571
Total realized gains	28,975		242,651		691		133,749
Fixed maturities	(439)		7,942		(287)		36,661
Equity securities	(3,577)		12,879		(217)		1,163
Short-term investments	—		128		(1)		1,035
Total realized losses	(4,016)		20,949		(505)		38,859
Net realized investment gains	$	24,959	$	263,600	$	186	$	172,608

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

The table below summarizes our fixed maturities at September 30, 2020 by contractual maturity periods. Actual results may differ as issuers may have the right to call or prepay obligations, with or without penalties, prior to the contractual maturities of those obligations.


	September 30, 2020
	Cost or Amortized Cost		Percent of Total		Fair Value		Percent of Total
Due in one year or less	$	93,973	9.5	%	$	94,650	9.2	%
Due after one year through five years	264,627		26.9		276,916		27.0
Due after five years through ten years	279,045		28.4		295,069		28.7
Due after ten years	16,228		1.6		17,035		1.7
Asset and mortgage backed securities	330,155		33.6		342,768		33.4
Total	$	984,028	100.0	%	$	1,026,438	100.0	%

The following table summarizes our net investment income by major investment category:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Fixed maturities	$	5,744	$	5,757	$	16,806	$	17,379
Equity securities	467		614		1,966		1,728
Cash and cash equivalents	30		1,611		767		3,407
Other investments	62		83		17		847
Other assets	12		11		114		108
Investment income	6,315		8,076		19,670		23,469
Investment expenses	(305)		(273)		(836)		(801)
Net investment income	$	6,010	$	7,803	$	18,834	$	22,668

Portfolio monitoring

We have a quarterly portfolio monitoring process to identify and evaluate each fixed-income security whose carrying value may be impaired as the result of a credit loss. For each fixed-income security in an unrealized loss position, if we determine that we intend to sell the security or that it is more likely than not that we will be required to sell the security before recovery of the cost or amortized cost basis for reasons such as liquidity needs, contractual or regulatory requirements, the security's entire decline in fair value is recorded in earnings.

If our management decides not to sell the fixed-income security and it is more likely than not that we will not be required to sell the fixed-income security before recovery of its amortized cost basis, we evaluate whether the decline in fair value has resulted from credit losses or other factors. This is typically indicated by a change in the rating of the security assigned by a rating agency, and any adverse conditions specifically related to the security or industry, among other factors. If the assessment indicates that a credit loss may exist, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses will be recorded in earnings. Credit loss is limited to the difference between a security's amortized cost basis and its fair value. Any additional impairment not recorded through an allowance for credit losses is recognized in other comprehensive income.

During the three and nine months ended September 30, 2020, we determined that none of our fixed-income securities shown in the table below that are in an unrealized loss position have declines in fair value that are reflected as a result of credit losses. Therefore, no credit loss allowance was recorded at September 30, 2020. The issuers of our debt security investments continue to make interest payments on a timely basis. We do not intend to sell, nor is it likely that we would be required to sell the debt securities before we recover our amortized cost basis. Equity securities are reported at fair value with changes in fair value recognized in the valuation of equity investments.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

The following table presents an aging of our unrealized investment losses by investment class:


	Less Than Twelve Months					Twelve Months or More
	Number of Securities(1)	Gross Unrealized Losses		Fair Value		Number of Securities(1)	Gross Unrealized Losses		Fair Value
September 30, 2020
U.S. government and agency securities	2	$	1	$	1,490	21	$	24	$	12,126

States, municipalities and political subdivisions	20	120		15,811		—	—		—

Corporate securities	45	659		20,229		4	3		1,004
Mortgage-backed securities	51	298		27,677		7	102		3,495
Asset-backed securities	16	297		5,523		1	30		970
Redeemable preferred stocks	28	61		3,075		—	—		—
Total fixed maturities	162	$	1,436	$	73,805	33	$	159	$	17,595

December 31, 2019
U.S. government and agency securities	37	$	89	$	26,372	39	$	104	$	31,364
Foreign governments	—	—		—		2	1		600
States, municipalities and political subdivisions	31	61		14,508		2	2		1,262
Public utilities	9	25		4,626		2	1		250
Corporate securities	42	124		22,435		27	19		9,605
Mortgage-backed securities	89	322		59,101		50	155		12,738
Asset-backed securities	15	34		8,447		5	7		1,259
Redeemable preferred stocks	—	—		—		1	2		97
Total fixed maturities	223	$	655	$	135,489	128	$	291	$	57,175

(1) This amount represents the actual number of discrete securities, not the number of shares or units of those securities. The numbers are not presented in thousands.

Fair value measurement

Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The hierarchy for inputs used in determining fair value maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that observable inputs be used when available. Assets and liabilities recorded on our Unaudited Condensed Consolidated Balance Sheets at fair value are categorized in the fair value hierarchy based on the observability of inputs to the valuation techniques as follows:

Level 1: Assets and liabilities whose values are based on unadjusted quoted prices for identical assets or liabilities in an active market that we can access.

Level 2: Assets and liabilities whose values are based on the following:

(a) Quoted prices for similar assets or liabilities in active markets;

(b) Quoted prices for identical or similar assets or liabilities in markets that are not active; or

(c) Valuation models whose inputs are observable, directly or indirectly, for substantially the full term of the asset or liability.

Level 3: Assets and liabilities whose values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. Unobservable inputs reflect our estimates of the assumptions that market participants would use in valuing the assets and liabilities.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

We estimate the fair value of our investments using the closing prices on the last business day of the reporting period, obtained from active markets such as the NYSE, Nasdaq and NYSE American. For securities for which quoted prices in active markets are unavailable, we use a third-party pricing service that utilizes quoted prices in active markets for similar instruments, benchmark interest rates, broker quotes and other relevant inputs to estimate the fair value of those securities for which quoted prices are unavailable. Our estimates of fair value reflect the interest rate environment that existed as of the close of business on September 30, 2020 and December 31, 2019. Changes in interest rates subsequent to September 30, 2020 may affect the fair value of our investments.

The fair value of our fixed maturities is initially calculated by a third-party pricing service. Valuation service providers typically obtain data about market transactions and other key valuation model inputs from multiple sources and, through the use of proprietary models, produce valuation information in the form of a single fair value for individual fixed-income and other securities for which a fair value has been requested. The inputs used by the valuation service providers include, but are not limited to, market prices from recently completed transactions and transactions of comparable securities, interest rate yield curves, credit spreads, liquidity spreads, currency rates and other information, as applicable. Credit and liquidity spreads are typically implied from completed transactions and transactions of comparable securities. Valuation service providers also use proprietary discounted cash flow models that are widely accepted in the financial services industry and similar to those used by other market participants to value the same financial information. The valuation models take into account, among other things, market observable information as of the measurement date, as described above, as well as the specific attributes of the security being valued, including its term, interest rate, credit rating, industry sector and, where applicable, collateral quality and other issue or issuer specific information. Executing valuation models effectively requires seasoned professional judgment and experience.

Any change in the estimated fair value of our fixed-income securities would impact the amount of unrealized gain or loss we have recorded, which could change the amount we have recorded for our investments and other comprehensive income on our Unaudited Condensed Consolidated Balance Sheet as of September 30, 2020.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

The following table presents the fair value of our financial instruments measured on a recurring basis by level at September 30, 2020 and December 31, 2019:


	Total		Level 1		Level 2		Level 3
September 30, 2020
U.S. government and agency securities	$	123,130	$	—	$	123,130	$	—
Foreign government	1,869		—		1,869		—
States, municipalities and political subdivisions	162,681		—		162,681		—
Public utilities	41,955		—		41,955		—
Corporate securities	347,666		—		347,666		—
Mortgage-backed securities	279,417		—		279,417		—
Asset-backed securities	63,351		—		63,351		—
Redeemable preferred stocks	6,369		1,587		4,782		—
Total fixed maturities	1,026,438		1,587		1,024,851		—
Mutual funds	7,945		7,945		—		—

Other common stocks	20,343		20,343		—		—
Non-redeemable preferred stocks	8,182		8,182		—		—
Total equity securities	36,470		36,470		—		—
Other investments (1)	28,100		300		27,800		—
Total investments	$	1,091,008	$	38,357	$	1,052,651	$	—

December 31, 2019
U.S. government and agency securities	$	120,816	$	—	$	120,816	$	—
Foreign government	4,071		—		4,071		—
States, municipalities and political subdivisions	133,751		—		133,751		—
Public utilities	25,334		—		25,334		—
Corporate securities	288,872		—		288,872		—
Mortgage-backed securities	251,903		—		251,903		—
Asset-backed securities	57,129		—		57,129		—
Redeemable preferred stocks	2,985		747		2,238		—
Total fixed maturities	884,861		747		884,114		—
Mutual Funds	65,453		65,453		—		—
Public utilities	3,663		3,663		—		—
Other common stocks	44,492		44,492		—		—
Non-redeemable preferred stocks	3,002		3,002		—		—
Total equity securities	116,610		116,610		—		—
Other investments (1)	499		300		199		—
Total investments	$	1,001,970	$	117,657	$	884,313	$	—

(1) Other investments included in the fair value hierarchy exclude these limited partnership interests that are measured at estimated fair value using the net asset value per share (or its equivalent) practical expedient.

The carrying amounts for the following financial instrument categories approximate their fair values at September 30, 2020 and December 31, 2019, because of their short-term nature: cash and cash equivalents, accrued investment income, premiums receivable, reinsurance recoverable, reinsurance payable, other assets, and other liabilities. The carrying amount of the notes payable to the Florida State Board of Administration, Truist Financial Corporation (Truist) (formerly known as Branch Banking & Trust Corporation or BB&T), and our senior notes approximate fair value as the interest rates and terms are variable.

We are responsible for the determination of fair value and the supporting assumptions and methodologies. We have implemented a system of processes and controls designed to provide assurance that our assets and liabilities are appropriately valued. For fair values received from third parties, our processes are designed to provide assurance that the valuation

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

methodologies and inputs are appropriate and consistently applied, the assumptions are reasonable and consistent with the objective of determining fair value, and the fair values are accurately recorded.

At the end of each quarter, we determine whether we need to transfer the fair values of any securities between levels of the fair value hierarchy and, if so, we report the transfer as of the end of the quarter. During the quarter ended September 30, 2020, we transferred no investments between levels.

For our investments in U.S. government securities that do not have prices in active markets, agency securities, state and municipal governments, and corporate bonds, we obtain the fair values from our investment custodians, which use a third-party valuation service. The valuation service calculates prices for our investments in the aforementioned security types on a month-end basis by using several matrix-pricing methodologies that incorporate inputs from various sources. The model the valuation service uses to price U.S. government securities and securities of states and municipalities incorporates inputs from active market makers and inter-dealer brokers. To price corporate bonds and agency securities, the valuation service calculates non-call yield spreads on all issuers, uses option-adjusted yield spreads to account for any early redemption features, and adds final spreads to the U.S. Treasury curve at 3 p.m. (ET) as of quarter end. Since the inputs the valuation service uses in its calculations are not quoted prices in active markets, but are observable inputs, they represent Level 2 inputs.

Other investments

We acquired investments in limited partnerships, recorded in the other investments line of our Unaudited Condensed Consolidated Balance Sheets, and we currently account for these investments at fair value utilizing a net asset value per share equivalent methodology.

The information presented in the table below is as of September 30, 2020:


	Book Value		Unrealized Gain		Unrealized Loss		Fair Value
Limited partnership investments (1)	$	9,510	$	1,088	$	327	$	10,271
Certificates of deposit	300		—		—		300
Short-term investments	27,801		—		1		27,800
Total other investments	$	37,611	$	1,088	$	328	$	38,371

(1) Distributions will be generated from investment gains, from operating income, from underlying investments of funds, and from liquidation of the underlying assets of the funds. We estimate that the underlying assets of the funds will be liquidated over the next two to ten years.

Restricted Cash

We are required to maintain assets on deposit with various regulatory authorities to support our insurance operations. The cash on deposit with state regulators is available to settle insurance liabilities. We also use trust funds in certain reinsurance transactions.

The following table presents the components of restricted assets:


	September 30, 2020		December 31, 2019
Trust funds	$	52,301	$	70,668
Cash on deposit (regulatory deposits)	933		920
Total restricted cash	$	53,234	$	71,588

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

4) EARNINGS PER SHARE (EPS)

Basic EPS is based on the weighted average number of common shares outstanding for the period, excluding any dilutive common share equivalents. Diluted EPS reflects the potential dilution resulting from the vesting of outstanding restricted stock awards, restricted stock units, performance stock units and stock options. The following table shows the computation of basic and diluted EPS for the three and nine month periods ended September 30, 2020 and 2019, respectively:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Numerator:
Net losses attributable to UIHC common stockholders	$	(74,072)	$	(28,280)	$	(62,521)	$	(21,714)

Denominator:
Weighted-average shares outstanding	42,893,205		42,795,414		42,853,364		42,750,710
Effect of dilutive securities	—		—		—		—
Weighted-average diluted shares	42,893,205		42,795,414		42,853,364		42,750,710

Earnings available to UIHC common stockholders per share
Basic	$	(1.73)	$	(0.66)	$	(1.46)	$	(0.51)
Diluted	$	(1.73)	$	(0.66)	$	(1.46)	$	(0.51)

See Note 15 of these Notes to Unaudited Condensed Consolidated Financial Statements for additional information on the stock grants related to dilutive securities.

5) PROPERTY AND EQUIPMENT, NET

Property and equipment, net consisted of the following:


	September 30, 2020		December 31, 2019
Land	$	2,114	$	2,114
Building and building improvements (construction in progress of $0 and $2,180, respectively)	9,211		11,315

Computer hardware and software (software in progress of $1,542 and $6,317, respectively)	40,676		33,219
Office furniture and equipment	3,204		3,260
Leasehold improvements	749		20
Leased vehicles(1)	2,216		1,693
Total, at cost	58,170		51,621
Less: accumulated depreciation and amortization	(23,290)		(18,893)
Property and equipment, net	$	34,880	$	32,728

(1) Includes vehicles under capital leases. See Note 10 of these Notes to Unaudited Condensed Consolidated Financial Statements for further information on leases.

Depreciation and amortization expense under property and equipment was $2,002,000 and $2,924,000 for the three months ended September 30, 2020 and 2019, respectively, and $4,397,000 and $4,700,000 for the nine months ended September 30, 2020 and 2019, respectively. During the three months ended September 30, 2020, we incurred non-cash construction in progress write-off charges of $2,763,000 as a result of our decision to discontinue our negotiations for the acquisition of an adjoining lot next to our planned construction of a new 150,000 square-foot headquarters and associated permit applications and architectural drawings.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

6) GOODWILL AND INTANGIBLE ASSETS

Goodwill

The carrying amount of goodwill, both at September 30, 2020 and December 31, 2019, was $73,045,000. There was no goodwill acquired or disposed of during the three or nine month periods ended September 30, 2020 and 2019.

We completed our most recent goodwill impairment testing during the fourth quarter of 2019 and determined that there was no impairment in the value of the asset as of December 31, 2019. The future potential impacts of COVID-19 on the operating results of our reporting units are uncertain, as we continue to monitor the global economic volatility. However, we remain committed to our strategic plan to realize our long-term forecasts. As a result of our analysis, and in consideration of the totality of events and circumstances, we did not identify any triggering events of impairment during the three and nine month periods ended September 30, 2020.

No impairment loss in the value of goodwill was recognized during the three or nine month periods ended September 30, 2020 and 2019. Additionally, there was no accumulated impairment related to goodwill at September 30, 2020 or December 31, 2019.

Intangible Assets

The following is a summary of intangible assets excluding goodwill recorded as intangible assets on our Unaudited Condensed Consolidated Balance Sheets:


	September 30, 2020		December 31, 2019
Intangible assets subject to amortization	$	19,216	$	22,440
Indefinite-lived intangible assets(1)	3,639		3,639
Total	$	22,855	$	26,079

(1) Indefinite-lived intangible assets are comprised of state insurance and agent licenses, as well as perpetual software licenses.

Intangible assets subject to amortization consisted of the following:


	Weighted-average remaining amortization period (in years)	Gross carrying amount		Accumulated amortization		Net carrying amount
September 30, 2020
Value of business acquired	—	$	42,788	$	(42,788)	$	—
Agency agreements acquired	6.3	34,661		(18,275)		16,386
Trade names acquired	3.5	6,381		(3,551)		2,830
Total		$	83,830	$	(64,614)	$	19,216

December 31, 2019
Value of business acquired	—	$	42,788	$	(42,788)	$	—
Agency agreements acquired	6.8	34,661		(15,658)		19,003
Trade names acquired	4.3	6,381		(2,944)		3,437
Total		$	83,830	$	(61,390)	$	22,440

No impairment in the value of amortizing or non-amortizing intangible assets was recognized during the three and nine months ended September 30, 2020 and 2019.

Amortization expense of our intangible assets was $1,043,000 and $1,326,000 for the three months ended September 30, 2020 and 2019, respectively. Amortization expense of intangible assets was $3,224,000 and $4,030,000 for the nine months ended September 30, 2020 and 2019, respectively.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

Estimated amortization expense of our intangible assets to be recognized by the Company during the remainder of 2020 and over the next five years is as follows:


Year ending December 31,	Estimated Amortization Expense
Remaining in 2020	$	1,043
2021	3,555
2022	3,246
2023	3,246
2024	2,640
2025	2,438

7) REINSURANCE

Our reinsurance program is designed, utilizing our risk management methodology, to address our exposure to catastrophes. Our program provides reinsurance protection for catastrophes, including hurricanes, tropical storms and tornadoes. These reinsurance agreements are part of our catastrophe management strategy, which is intended to provide our stockholders an acceptable return on the risks assumed in our property business, and to reduce variability of earnings, while providing protection to our policyholders. Although reinsurance agreements contractually obligate our reinsurers to reimburse us for the agreed-upon portion of our gross paid losses, they do not discharge our primary liability.

Our program includes excess of loss, aggregate excess of loss and quota share treaties. Our excess of loss treaty, in effect from June 1, 2020 through May 31, 2021, provides coverage for catastrophe losses from named or numbered windstorms and earthquakes up to an exhaustion point of approximately $3,300,000,000. In addition to this treaty, we have an aggregate excess of loss treaty effective January 1, 2020, which provides coverage for all catastrophe perils other than hurricanes, tropical storms, tropical depressions and earthquakes. We ceded $30,000,000 in catastrophe losses under this treaty for the nine months ended September 30, 2020. The quota share agreement, effective June 1, 2020 to May 31, 2021, provides coverage for all catastrophe perils and attritional losses incurred by two of our insurance subsidiaries, UPC and FSIC. For all catastrophe perils, the quota share agreement provides ground-up protection effectively reducing our retention for catastrophe losses.

Reinsurance recoverable at the balance sheet dates consists of the following:


	September 30,		December 31,
	2020		2019
Reinsurance recoverable on unpaid losses and loss adjustment expenses	$	701,715	$	482,315
Reinsurance recoverable on paid losses and loss adjustment expenses	78,583		67,821
Reinsurance recoverable	$	780,298	$	550,136

We write the majority of our flood insurance policies under an agreement with the National Flood Insurance Program. We cede 100% of the premiums written and the related risk of loss to the federal government. We earn commissions for the issuance of flood policies based upon a fixed percentage of net written premiums and the processing of flood claims based upon a fixed percentage of incurred losses, and we can earn additional commissions by meeting certain growth targets for the number of in-force policies. We recognized commission revenue from our flood program of $431,000 and $394,000 for the three month periods ended September 30, 2020 and 2019, respectively, and $1,195,000 and $1,034,000 for the nine month periods ended September 30, 2020 and 2019, respectively.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

8) LIABILITY FOR UNPAID LOSSES AND LOSS ADJUSTMENT EXPENSE (LAE)

We determine the reserve for unpaid losses on an individual case basis for all incidents reported. The liability also includes amounts for incurred but not reported (IBNR) claims as of the balance sheet date.

The table below shows the analysis of our reserve for unpaid losses for the nine months ended September 30, 2020 and 2019 on a GAAP basis:


	September 30,
	2020		2019
Balance at January 1	$	760,357	$	661,203
Less: reinsurance recoverable on unpaid losses	482,315		477,870
Net balance at January 1	$	278,042	$	183,333

Incurred related to:
Current year	429,347		335,708
Prior years	(6,165)		33,216
Total incurred	$	423,182	$	368,924
Paid related to:
Current year	195,728		185,257
Prior years	125,085		115,890
Total paid	$	320,813	$	301,147

Net balance at September 30	$	380,411	$	251,110
Plus: reinsurance recoverable on unpaid losses	701,715		573,037
Balance at September 30	$	1,082,126	$	824,147

Composition of reserve for unpaid losses and LAE:
Case reserves	$	361,672	$	271,073
IBNR reserves	720,454		553,074
Balance at September 30	$	1,082,126	$	824,147

Based upon our internal analysis and our review of the annual statement of actuarial opinion provided by our actuarial consultants at December 31, 2019, we believe that the reserve for unpaid losses reasonably represents the amount necessary to pay all claims and related expenses which may arise from incidents that have occurred as of the balance sheet date.

As reflected in the table above, we had favorable development in 2020 related to prior year losses. This favorable development came as a result of the strengthening of our case reserves throughout 2019 based on a review of historical loss trends. The incurred losses and LAE for the nine months ended September 30, 2020 was higher than the incurred losses and LAE for the nine months ended September 30, 2019 due to a higher frequency of catastrophe activity during the third quarter of 2020 when compared to the prior period. The loss payments made by the Company during the nine months ended September 30, 2020 were in line with the loss payments we made during the nine months ended September 30, 2019. IBNR reserves increased when compared to the prior period as a result of higher ultimate loss estimates related to Hurricane Irma.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

9) LONG-TERM DEBT

Long-Term Debt

The table below presents all long-term debt outstanding as of September 30, 2020 and December 31, 2019:


		Effective Interest Rate	Carrying Value at
	Maturity		September 30, 2020		December 31, 2019
Senior Notes Payable	December 15, 2027	6.25%	$	150,000	$	150,000
Florida State Board of Administration Note Payable	July 1, 2026	0.64%	6,764		7,647
Truist Term Note Payable	May 26, 2031	1.88%	3,698		3,958
Total long-term debt			$	160,462	$	161,605

Senior Notes Payable

On December 13, 2017, we issued $150,000,000 of 10-year senior notes (the Senior Notes) that will mature on December 15, 2027 and bear interest at a rate equal to 6.25% per annum payable semi-annually on each June 15 and December 15, commencing June 15, 2018. The Senior Notes are senior unsecured obligations of the Company. We may redeem the Senior Notes at our option, at any time and from time to time in whole or in part, prior to September 15, 2027, at a redemption price equal to the greater of (i) 100% of the principal amount of the notes to be redeemed and (ii) the sum of the present values of the remaining scheduled payments of principal and interest thereon from the date of redemption to the date that is three months prior to maturity. On or after that date, we may redeem the Senior Notes at par.

Florida State Board of Administration Note Payable

On September 22, 2006, we issued a $20,000,000, 20-year note payable to the Florida State Board of Administration (the SBA Note). For the first three years of the SBA Note we were required to pay interest only. On October 1, 2009, we began to repay the principal in addition to interest. The SBA Note bears an annual interest rate equivalent to the 10-year Constant Maturity Treasury rate (as defined in the SBA Note agreement), which resets quarterly.

Truist Term Note Payable

On May 26, 2016, we issued a $5,200,000, 15-year term note payable to Truist (the Truist Note), with the intent to use the funds to purchase, renovate, furnish and equip our principal executive office. The Truist Note bears interest at 1.65% in excess of the one-month LIBOR, which resets monthly. LIBOR is expected to be phased out by the end of 2021. In the event of default, Truist may, among other things, declare its loan immediately due and payable, require us to pledge additional collateral to the bank, and take possession of and foreclose upon our principal executive office, which has been pledged to the bank as security for the loan.

Financial Covenants

Senior Notes - Our Senior Notes provide that the Company and its subsidiaries shall not incur any indebtedness unless no default exists and the Company’s leverage ratio as of the last day of any annual or quarterly period (the balance sheet date) immediately preceding the date on which such additional indebtedness is incurred would have been no greater than 0.3:1, determined on a pro forma basis as if the additional indebtedness and all other indebtedness incurred since the immediately preceding balance sheet date had been incurred and the proceeds therefrom applied as of such day. The Company and its subsidiaries also may not create, assume, incur or permit to exist any indebtedness for borrowed money that is secured by a lien on the voting stock of any significant subsidiary without securing the Senior Notes equally. The Company may not issue, sell, assign, transfer or otherwise dispose of, directly or indirectly, any of the capital stock of the Company’s significant subsidiaries as of the issue date of the Senior Notes (except to the Company or to one or more of the Company’s other subsidiaries, or for the purpose of qualifying directors or as may be required by law or regulation), subject to certain exceptions. At September 30, 2020, we were in compliance with the covenants in the Senior Notes.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

SBA Note - Our SBA Note requires that UPC maintain either a 2:1 ratio of net written premium to surplus, or net writing ratio, or a 6:1 ratio of gross written premium to surplus, or gross writing ratio, to avoid additional interest penalties. The SBA Note agreement defines surplus for the purpose of calculating the required ratios as the $20,000,000 of capital contributed to UPC under the agreement plus the outstanding balance of the note. Should UPC fail to exceed either a net writing ratio of 1.5:1 or a gross writing ratio of 4.5:1, UPC's interest rate will increase by 450 basis points above the 10-year Constant Maturity Treasury rate, which was 0.64% at the end of September 2020. Any other writing ratio deficiencies result in an interest rate penalty of 25 basis points above the stated rate of the note. Our SBA Note further provides that the Florida State Board of Administration may, among other things, declare its loan immediately due and payable upon any default existing under the SBA Note; however, any payment is subject to approval by the insurance regulatory authority. At September 30, 2020, we were in compliance with the covenants in the SBA Note.

Truist Note - Our Truist Note requires that, at all times while there has been no losses from our insurance subsidiaries' operations (non-recurring losses), we will maintain a minimum cash flow coverage ratio of 1.2:1. The cash flow coverage ratio is defined as the ratio of our cash flow to debt service charges. This ratio will be tested annually, based on our audited financial statements. For the one-year period following a non-recurring loss, we are required to maintain a minimum cash flow coverage ratio of 1.0:1. This covenant will only be effective if the pre non-recurring losses test is failed, and is only available and effective for one annual test period. Thereafter, the non-recurring loss cash flow coverage ratio of 1.2:1 will immediately apply. At the time of the most recent annual test period, December 31, 2019, we were not in compliance with the minimum cash flow coverage ratio covenant in the Truist Note. However, we obtained a waiver from Truist for such non-compliance for the year ended December 31, 2019.

In addition, the Truist Note requires that we establish and maintain with Truist at all times during the term of the loan a non-interest bearing demand deposit account with a minimum balance of $500,000, and an interest-bearing account with a minimum balance of $1,500,000. In the event of default, Truist may, among other things, declare its loan immediately due and payable, require us to pledge additional collateral to the bank, and take possession of and foreclose upon our corporate headquarters, which has been pledged to the bank as security for the loan. At September 30, 2020, we were in compliance with the covenants in the Truist Note other than the minimum cash flow coverage ratio covenant.

Debt Issuance Costs

The table below presents the rollforward of our debt issuance costs paid, in conjunction with the debt instruments described above, during the nine months ended September 30, 2020 and 2019:


	2020		2019
Balance at January 1,	$	2,673	$	3,010
Additions	—		—
Amortization	(254)		(254)
Balance at September 30,	$	2,419	$	2,756

10) COMMITMENTS AND CONTINGENCIES

Litigation

We are involved in claims-related legal actions arising in the ordinary course of business. We accrue amounts resulting from claims-related legal actions in unpaid losses and LAE during the period that we determine an unfavorable outcome becomes probable and we can estimate the amounts. Management makes revisions to our estimates based on its analysis of subsequent information that we receive regarding various factors, including: (i) per claim information; (ii) company and industry historical loss experience; (iii) judicial decisions and legal developments in the awarding of damages; and (iv) trends in general economic conditions, including the effects of inflation.

At September 30, 2020, we were not involved in any material non-claims-related legal actions.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

Commitments to fund partnership investments

We have fully funded three limited partnership investments and have committed to fund our remaining four limited partnership investments. The amount of unfunded commitments was $2,101,000 and $2,201,000 at September 30, 2020 and December 31, 2019, respectively.

Leases

We, as lessee, have entered into leases of commercial office space of various term lengths. In addition to office space, we lease office equipment and a parking lot under operating leases and vehicles under finance leases.

The classification of operating and finance lease asset and liability balances within the Unaudited Condensed Consolidated Balance Sheets was as follows:


	Financial Statement Line	September 30, 2020		December 31, 2019
Assets
Operating lease assets	Other assets	$	2,095	$	335
Financing lease assets	Property and equipment, net	1,275		1,263
Total lease assets		$	3,370	$	1,598

Liabilities
Operating lease liabilities	Operating lease liability	$	2,242	$	324
Financing lease liabilities	Other liabilities	36		34
Total lease liabilities		$	2,278	$	358

The components of lease expenses were as follows:


	Three Months Ended					Nine Months Ended
	September 30, 2020			September 30, 2019		September 30, 2020		September 30, 2019
Operating lease expense	$	174		$	46	$	469	$	137
Financing lease expense:
Amortization of leased assets	184			115		511		261
Interest on lease liabilities	—		1	1		1		1
Short-term lease expense	—			9		—		133
Net lease expense	$	358		$	171	$	981	$	532

At September 30, 2020, future minimum gross lease payments relating to these non-cancellable operating and finance lease agreements were as follows:


	Operating Leases		Finance Leases		Total
Remaining in 2020	$	162	$	6	$	168
2021	619		22		641
2022	532		12		544
2023	517		2		519
2024	528		—		528
Thereafter	1,373		—		1,373
Total undiscounted future minimum lease payments	3,731		42		3,773
Less: Imputed interest	(1,489)		(6)		(1,495)
Present value of lease liabilities	$	2,242	$	36	$	2,278

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

Weighted average remaining lease term and discount rate related to operating and finance leases were as follows:


	September 30, 2020		December 31, 2019
Weighted average remaining lease term (months)
Operating leases	69		176
Financing leases	24		28

Weighted average discount rate
Operating leases	3.58	%	4.00	%
Financing leases	3.27	%	3.27	%

Other cash and non-cash related activities were as follows:


	Three Months Ended				Nine Months Ended
	September 30, 2020		September 30, 2019		September 30, 2020		September 30, 2019
Cash paid for amounts included in the measurement of lease liabilities
Investing cash flows from financing leases	$	27	$	414	$	505	$	891

Right-of-use assets obtained in exchange for new operating lease liabilities	—		—		2,136		—
Right-of-use assets obtained in exchange for new financing lease liabilities	28		425		522		915

See Note 9 of these Notes to Unaudited Condensed Consolidated Financial Statements for information regarding commitments related to long-term debt, and Note 11 of these Notes to Unaudited Condensed Consolidated Financial Statements for information regarding commitments related to regulatory actions.

11) STATUTORY ACCOUNTING AND REGULATION

The insurance industry is heavily regulated. State laws and regulations, as well as national regulatory agency requirements, govern the operations of all insurers such as our insurance subsidiaries. The various laws and regulations require that insurers maintain minimum amounts of statutory surplus and risk-based capital, restrict insurers' ability to pay dividends, specify allowable investment types and investment mixes, and subject insurers to assessments. Our insurance subsidiaries UPC, ACIC and JIC are domiciled in Florida, while FSIC and IIC are domiciled in Hawaii and New York, respectively. At September 30, 2020, and during the three and nine months then ended, our insurance subsidiaries met all regulatory requirements of the states in which they operate. We did not receive any significant assessments from regulatory authorities in the states in which our insurance subsidiaries operate.

The National Association of Insurance Commissioners (NAIC) has Risk-Based Capital (RBC) guidelines for insurance companies that are designed to assess capital adequacy and to raise the level of protection that statutory surplus provides for policyholders. Most states, including Florida, Hawaii and New York, have enacted statutory requirements adopting the NAIC RBC guidelines, and insurers having less statutory surplus than required will be subject to varying degrees of regulatory action, depending on the level of capital inadequacy. State insurance regulatory authorities could require an insurer to cease operations in the event the insurer fails to maintain the required statutory capital.

The state laws of Florida, Hawaii and New York permit an insurer to pay dividends or make distributions out of that part of statutory surplus derived from net operating profit and net realized capital gains. The state laws further provide calculations to determine the amount of dividends or distributions that can be made without the prior approval of the insurance regulatory authorities in those states and the amount of dividends or distributions that would require prior approval of the insurance regulatory authorities in those states. Statutory RBC requirements may further restrict our insurance subsidiaries' ability to pay dividends or make distributions if the amount of the intended dividend or distribution would cause statutory surplus to fall below minimum RBC requirements.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

The SBA Note is considered a surplus note pursuant to statutory accounting principles. As a result, UPC is subject to the authority of the Insurance Commissioner of the State of Florida with regard to its ability to repay principal and interest on the SBA Note. Any payment of principal or interest requires permission from the insurance regulatory authority.

Our insurance subsidiaries must each file with the various insurance regulatory authorities an “Annual Statement” which reports, among other items, statutory net income (loss) and surplus as regards policyholders, which is called stockholders' equity under GAAP. For the three and nine months ended September 30, 2020, our combined recorded statutory net loss was $49,155,000 and $37,452,000, respectively. For the three and nine months ended September 30, 2019, our statutory net loss was $25,464,000 and $32,045,000, respectively.

Our insurance subsidiaries must maintain capital and surplus ratios or balances as determined by the regulatory authority of the states in which they are domiciled. At September 30, 2020, we met these requirements. The amount of surplus as regards policyholders for our regulated entities at September 30, 2020 and December 31, 2019 was $370,451,000 and $415,948,000, respectively.

12) RELATED PARTY TRANSACTIONS

AmRisc, LLC

AmRisc, a managing general agent, handles the underwriting, claims processing, premium collection and reinsurance review for AmCo. Effective January 1, 2019, R. Daniel Peed, Chief Executive Officer and Chairman of our Board of Directors, became Non-Executive Vice Chairman of AmRisc. Effective December 31, 2019, Mr. Peed resigned from this position with AmRisc, terminating the related party relationship.

In accordance with the managing general agency contract with AmRisc, we recorded $58,867,000 and $329,530,000 of gross written premiums for the three and nine month periods ended September 30, 2019, respectively, resulting in gross fees and commissions (including a profit commission) of $12,177,000 and $87,170,000 for the three and nine month periods ended September 30, 2019, respectively, due to AmRisc. Receivables are stated net of the fees and commission due under the contract.

In addition to the direct premiums written, we recorded $1,066,000 and $4,944,000 in ceded premiums to AmRisc as a reinsurance intermediary for the three and nine month periods ended September 30, 2019, respectively.

13) ACCUMULATED OTHER COMPREHENSIVE INCOME

We report changes in other comprehensive income items within comprehensive income (loss) on the Unaudited Condensed Consolidated Statements of Comprehensive Income (Loss), and we include accumulated other comprehensive income as a component of stockholders' equity on our Unaudited Condensed Consolidated Balance Sheets.

The table below details the components of accumulated other comprehensive income at period end:


	Pre-Tax Amount		Tax (Expense) Benefit		Net-of-Tax Amount
December 31, 2019	$	14,962	$	(3,643)	$	11,319
Changes in net unrealized gains on investments	51,847		(12,758)		39,089
Reclassification adjustment for realized gains	(24,901)		6,225		(18,676)
September 30, 2020	$	41,908	$	(10,176)	$	31,732

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

14) STOCKHOLDERS' EQUITY

Our Board of Directors declared dividends on our outstanding shares of common stock to stockholders of record as follows for the periods presented (in thousands, except per share amounts):


	Nine Months Ended September 30,
	2020				2019
	Per Share Amount		Aggregate Amount		Per Share Amount		Aggregate Amount
First Quarter	$	0.06	$	2,571	$	0.06	$	2,569
Second Quarter	$	0.06	$	2,578	$	0.06	$	2,570
Third Quarter	$	0.06	$	2,581	$	0.06	$	2,571

In July 2019, our Board of Directors authorized a stock repurchase plan of up to $25,000,000 of our common stock. As of September 30, 2020, we had not yet repurchased any shares under this stock repurchase plan. The timing and volume of repurchases are at the discretion of management, based on the capital needs of the business, the market price of UIHC common stock, and general market conditions. The plan has no expiration date, and the plan may be suspended or discontinued at any time.

See Note 15 in these Notes to Unaudited Condensed Consolidated Financial Statements for information regarding stock-based compensation activity.

15) STOCK-BASED COMPENSATION

We account for stock-based compensation under the fair value recognition provisions of ASC Topic 718 - Compensation - Stock Compensation. We recognize stock-based compensation cost over the award’s requisite service period on a straight-line basis for time-based restricted stock grants and performance-based restricted stock grants. We record forfeitures as they occur for all stock-based compensation.

The following table presents our total stock-based compensation expense:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Employee stock-based compensation expense
Pre-tax (1)	$	108	$	536	$	582	$	1,482
Post-tax (2)	86		424		460		1,171
Director stock-based compensation expense
Pre-tax (1)	99		178		406		810
Post-tax (2)	78		141		321		640

(1) This table does not include withholding of vested shares for tax liabilities, which totaled $86,000 for both the three and nine months ended September 30, 2020.

(2) The after tax amounts are determined using the 21% corporate federal tax rate.

We had approximately $2,086,000 of unrecognized stock compensation expense at September 30, 2020 related to non-vested stock-based compensation granted, which we expect to recognize over a weighted-average period of approximately 2.2 years. We had approximately $234,000 of unrecognized director stock-based compensation expense at September 30, 2020 related to non-vested director stock-based compensation granted, which we expect to recognize over a weighted-average period of approximately 0.6 years.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

Restricted stock, restricted stock units and performance stock units

Stock-based compensation cost for restricted stock awards, restricted stock units and performance stock units is measured based on the closing fair market value of our common stock on the date of grant, which vest in equal installments over the requisite service period of typically three years. Restricted stock awards granted to non-employee directors vest over a one-year period. Each restricted stock unit and performance stock unit represents our obligation to deliver to the holder one share of common stock upon vesting.

Performance stock units vest based on the Company's return on average equity compared to a defined group of peer companies. On the grant date, we issue the target number of performance stock units. They are subject to forfeitures if performance goals are not met. The actual number of performance stock units earned can vary from zero to 150 percent of the target for the 2018, 2019, and 2020 awards.

We granted 37,318 and 384,572 shares of restricted common stock during the three and nine month periods ended September 30, 2020, respectively, which had a weighted-average grant date fair value of $7.31 and $9.35 per share, respectively. We granted 843 and 133,421 shares of restricted common stock during the three and nine month periods ended September 30, 2019, respectively, which had a weighted-average grant date fair value of $12.82 and $16.26 per share, respectively. During the nine month period ended September 30, 2019, we granted 45,000 shares of restricted common stock which were contingent upon stockholder approval of our 2020 Omnibus Incentive Plan, which was approved at our 2020 annual meeting of stockholders. Following this approval, the contingent shares were issued and fully vested during the nine month period ended September 30, 2020.

The following table presents certain information related to the activity of our non-vested common stock grants:


	Number of Restricted Shares	Weighted Average Grant Date Fair Value
Outstanding as of December 31, 2019	214,495	$	17.49
Granted (1)	384,572	9.35
Less: Forfeited	232,323	12.61
Less: Vested (1)	109,267	16.63
Outstanding as of September 30, 2020	257,477	$	10.10

(1) Contingent shares granted during 2019, but issued and fully vested during May 2020, have been included in the calculations in the table above.

Stock options

Stock option fair value was estimated on the grant date using the Black-Scholes-Merton formula. Stock options vest in equal installments over the requisite service period of typically three years. The following weighted-average assumptions were used to value the stock options granted:


	2020
Expected annual dividend yield	1.70	%
Expected volatility	41.59	%
Risk-free interest rate	2.35	%
Expected term	6 Years

Expected annual dividend yield is based on the current quarterly dividend of $0.06 per share and the stock price on the grant date. The expected volatility is a historical volatility calculated based on the daily closing prices over a period equal to the expected term. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the grant date. Expected term takes into account the three-year graded vesting term and the 10-year contractual term of the option.

UNITED INSURANCE HOLDINGS CORP.

Notes to Unaudited Condensed Consolidated Financial Statements

September 30, 2020

The following table presents certain information related to the activity of our non-vested stock option grants:


	Number of Stock Options	Weighted Average Exercise Prices		Weighted Average Remaining Contractual Term (years)	Aggregate Intrinsic Value
Outstanding as of December 31, 2019	207,069	$	18.69	9.00	$	—
Granted	221,541	8.77		—	—
Less: Forfeited	234,472	12.76		—	—
Less: Expired	32,098	18.87		—	—
Less: Exercised	—	—		—	—
Outstanding as of September 30, 2020	162,040	$	13.67	8.03	$	—

Vested as of September 30, 2020	73,956	$	18.81	2.69	$	—
Exercisable as of September 30, 2020	41,858	$	18.77	4.76	$	—

16) SUBSEQUENT EVENTS

Hurricane Delta and Hurricane Zeta made landfall in Louisiana as Category 2 storms on October 9th and October 28th, respectively. We estimate that we will incur pre-tax retained losses related to both storms, within a range of $50,000,000 to $55,000,000, net of reinsurance recoverable.

UNITED INSURANCE HOLDINGS CORP.

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our Unaudited Condensed Consolidated Financial Statements and related notes appearing elsewhere in this Form 10-Q, as well as with the Consolidated Financial Statements and related footnotes under Part II. Item 8 of our Annual Report on Form 10-K for the year ended December 31, 2019. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Actual results may differ materially from those expressed or implied in these forward-looking statements as a result of certain known and unknown risks and uncertainties. See "Forward-Looking Statements."

EXECUTIVE SUMMARY

Overview

United Insurance Holdings Corp. (referred to in this document as we, our, us, the Company or UPC Insurance) is a holding company primarily engaged in residential personal and commercial property and casualty insurance in the United States. We conduct our business principally through four wholly-owned insurance subsidiaries and one majority-owned insurance subsidiary: United Property & Casualty Insurance Company (UPC); American Coastal Insurance Company (ACIC); Family Security Insurance Company, Inc. (FSIC); Interboro Insurance Company (IIC); and Journey Insurance Company (JIC). Collectively, we refer to the holding company and all our subsidiaries, including non-insurance subsidiaries, as “UPC Insurance,” which is the preferred brand identification for our Company.

Our Company’s primary source of revenue is generated from writing insurance in Connecticut, Florida, Georgia, Hawaii,

Louisiana, Massachusetts, New Jersey, New York, North Carolina, Rhode Island, South Carolina and Texas. We are also licensed to write property and casualty insurance in an additional six states; however, we have not commenced writing in these states. Our target market in such areas consists of states where the perceived threat of natural catastrophe has caused large national insurance carriers to reduce their concentration of policies. We believe an opportunity exists for UPC Insurance to write profitable business in such areas.

We have historically grown our business through strong organic growth complemented by strategic acquisitions and partnerships, including our acquisitions of AmCo Holding Company, LLC (AmCo) and its subsidiaries, including ACIC, in April 2017, IIC in April 2016, and Family Security Holdings, LLC, including its subsidiary FSIC, in February 2015, and our strategic partnership with a subsidiary of Tokio Marine Kiln Group Limited, which formed JIC in August 2018. As a result of these transactions, along with the organic growth of premium in states in which we currently write premium, we have grown our policies in-force by 2.6% from 625,445 policies in-force at September 30, 2019 to 641,633 policies in-force at September 30, 2020.

The following discussion highlights significant factors influencing the consolidated financial position and results of

operations of UPC Insurance. In evaluating our results of operations, we use premiums written and earned, policies in-force and

new and renewal policies by geographic concentration. We also consider the impact of catastrophe losses and prior year

development on our loss ratios, expense ratios and combined ratios. In monitoring our investments, we use credit quality,

investment income, cash flows, realized gains and losses, unrealized gains and losses, asset diversification and portfolio

duration. To evaluate our financial condition, we consider our liquidity, financial strength, ratings, book value per share and

return on equity.

Impact of COVID-19

The COVID-19 pandemic has resulted in governments worldwide enacting emergency measures to combat the spread of the virus. These measures, which include the implementation of travel bans and restrictions; self-imposed quarantine periods; state and local shelter-in-place orders; business and government shutdowns and social distancing, have caused and continue to cause material disruption to businesses and economies globally. In addition, global equity markets have experienced and continue to experience significant volatility and weakness.

UNITED INSURANCE HOLDINGS CORP.

We have not experienced a material impact from COVID-19 on our business operations, financial position, liquidity or our ability to service our policyholders to date, with the exception of fluctuations in our investment portfolios due to volatility in the equity securities markets, as further described in this Part I, Item 2. "Management's Discussion and Analysis of Financial Condition and Results of Operations - Investments" of this Form 10-Q. We reduced the size of our equity securities portfolio during the third quarter of 2020, which has reduced the impact of fluctuations in the markets on our financial condition. The COVID-19 pandemic and resulting global disruptions did not have a material impact on our access to credit and capital markets needed to maintain sufficient liquidity for our continued operating needs during the third quarter of 2020. A more prolonged economic downturn related to impacts from COVID-19 could result in a variety of future risks to our business as described in Part II, Item 1A. "Risk Factors" of this Form 10-Q.

The scope, severity and longevity of any business shutdowns and economic disruptions as a result of the COVID-19 outbreak are highly uncertain and cannot be predicted at this time, as new information may continue to emerge concerning the actions governments may take to contain or mitigate the spread of the virus or address its impact on individuals, businesses and the economy. We did not incur material claims or significant disruptions to our business for the three and nine months ended September 30, 2020. At this time, it is not possible to reasonably estimate the extent of the impact of the economic uncertainties on our financial results and condition in future periods, but we will continue to respond to the COVID-19 pandemic and take reasonable measures to make sure customers continue to be served without interruption.

2020 Highlights


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019

Gross premiums written	$	365,819	$	317,184	$	1,140,653	$	1,085,505
Gross premiums earned	353,991		344,683		1,042,749		986,521
Net premiums earned	188,741		192,920		565,819		564,046
Total revenues	212,733		207,598		605,434		614,695
Loss before income tax	(100,553)		(36,074)		(86,875)		(27,346)
Loss attributable to UIHC	(74,072)		(28,280)		(62,521)		(21,714)
Net loss available to UIHC stockholders per diluted share	$	(1.73)	$	(0.66)	$	(1.46)	$	(0.51)

Reconciliation of net loss to core loss:

Plus: Non-cash amortization of intangible assets	$	1,043	$	1,326	$	3,224	$	4,030
Less: Realized gains on investment portfolio	24,968		18		24,959		186
Less: Unrealized gains (losses) on equity securities	(11,552)		2,609		(17,456)		15,519
Less: Net tax impact (1)	(2,598)		(359)		(898)		(3,220)
Core loss (2)	(83,847)		(29,222)		(65,902)		(30,169)
Core loss per diluted share(2)	$	(1.95)	$	(0.68)	$	(1.54)	$	(0.71)

Book value per share					$	10.54	$	11.93

(1) In order to reconcile the net loss to the core loss measure, we included the tax impact of all adjustments using the 21% corporate federal tax rate.

(2) Core loss, a measure that is not based on U.S. generally accepted accounting principles (GAAP), is reconciled above to net loss, the most directly comparable GAAP measure. Additional information regarding non-GAAP financial measures presented in this Form 10-Q is in "Definitions of Non-GAAP Measures" below.

UNITED INSURANCE HOLDINGS CORP.

Consolidated Net Income (Loss)


	Three Months Ended September 30,						Nine Months Ended September 30,
	2020			2019			2020			2019
REVENUE:
Gross premiums written	$	365,819		$	317,184		$	1,140,653		$	1,085,505
Change in gross unearned premiums	(11,828)			27,499			(97,904)			(98,984)
Gross premiums earned	353,991			344,683			1,042,749			986,521
Ceded premiums earned	(165,250)			(151,763)			(476,930)			(422,475)
Net premiums earned	188,741			192,920			565,819			564,046
Net investment income	6,010			7,803			18,834			22,668
Net realized investment gains	24,968			18			24,959			186
Net unrealized gain (loss) on equity securities	(11,552)			2,609			(17,456)			15,519

Other revenue	4,566			4,248			13,278			12,276
Total revenue	212,733			207,598			605,434			614,695
EXPENSES:
Losses and loss adjustment expenses	218,652			148,125			423,182			368,924
Policy acquisition costs	58,735			61,849			170,183			178,717
Operating expenses	14,483			12,167			38,164			33,577
General and administrative expenses	19,224			19,105			53,646			53,488
Interest expense	2,210			2,443			7,194			7,379
Total expenses	313,304			243,689			692,369			642,085
Loss before other income	(100,571)			(36,091)			(86,935)			(27,390)
Other income	18			17			60			44
Loss before income taxes	(100,553)			(36,074)			(86,875)			(27,346)
Benefit for income taxes	(26,685)			(7,859)			(24,933)			(5,912)
Net loss	$	(73,868)		$	(28,215)		$	(61,942)		$	(21,434)
Less: Net income attributable to noncontrolling interests	204			65			579			280
Net loss attributable to UIHC	$	(74,072)		$	(28,280)		$	(62,521)		$	(21,714)
Earnings available to UIHC common stockholders per diluted share	$	(1.73)		$	(0.66)		$	(1.46)		$	(0.51)
Book value per share							$	10.54		$	11.93
Return on equity based on GAAP net loss							(16.5)		%	(5.5)		%
Loss ratio, net (1)	115.8		%	76.8		%	74.8		%	65.4		%
Expense ratio (2)	49.0		%	48.3		%	46.3		%	47.1		%
Combined ratio (3)	164.8		%	125.1		%	121.1		%	112.5		%
Effect of current year catastrophe losses on combined ratio	74.2		%	26.0		%	33.0		%	13.8		%
Effect of prior year development on combined ratio	(2.2)		%	6.3		%	(1.1)		%	5.9		%

Underlying combined ratio (4)	92.8		%	92.8		%	89.2		%	92.8		%

(1) Loss ratio, net is calculated as losses and LAE net of losses ceded to reinsurers, relative to net premiums earned. Management uses this operating metric to analyze our loss trends and believes it is useful for investors to evaluate this component separately from our other operating expenses.

(2) Expense ratio is calculated as the sum of all operating expenses less interest expense relative to net premiums earned. Management uses this operating metric to analyze our expense trends and believes it is useful for investors to evaluate this component separately from our loss expenses.

(3) Combined ratio is the sum of the loss ratio, net and the expense ratio, net. Management uses this operating metric to analyze our total expense trends and believes it is a key indicator for investors when evaluating the overall profitability of our business.

(4) Underlying combined ratio, a measure that is not based on GAAP, is reconciled above to the combined ratio, the most directly comparable GAAP measure. Additional information regarding non-GAAP financial measures presented in this Form 10-Q is in "Definitions of Non-GAAP Measures" below.

UNITED INSURANCE HOLDINGS CORP.

Definitions of Non-GAAP Measures

We believe that investors' understanding of our performance is enhanced by our disclosure of the following non-GAAP measures. Our methods for calculating these measures may differ from those used by other companies and therefore comparability may be limited.

Combined ratio excluding the effects of current year catastrophe losses and prior year reserve development (underlying combined ratio) is a non-GAAP measure, which is computed by subtracting the effect of current year catastrophe losses and prior year development from the combined ratio. We believe that this ratio is useful to investors and it is used by management to highlight the trends in our business that may be obscured by current year catastrophe losses and prior year development. Current year catastrophe losses cause our loss trends to vary significantly between periods as a result of their incidence of occurrence and magnitude, and can have a significant impact on the combined ratio. Prior year development is caused by unexpected loss development on historical reserves. We believe it is useful for investors to evaluate these components separately and in the aggregate when reviewing our performance. The most directly comparable GAAP measure is the combined ratio. The underlying combined ratio should not be considered as a substitute for the combined ratio and does not reflect the overall profitability of our business.

Net loss and LAE excluding the effects of current year catastrophe losses and prior year reserve development (underlying loss and LAE) is a non-GAAP measure, which is computed by subtracting the effect of current year catastrophe losses and prior year reserve development from net loss and LAE. We use underlying loss and LAE figures to analyze our loss trends that may be impacted by current year catastrophe losses and prior year development on our reserves. As discussed previously, these two items can have a significant impact on our loss trends in a given period. We believe it is useful for investors to evaluate these components separately and in the aggregate when reviewing our performance. The most directly comparable GAAP measure is net loss and LAE. The underlying loss and LAE measure should not be considered a substitute for net loss and LAE and does not reflect the overall profitability of our business.

Net income excluding the effects of amortization of intangible assets, realized gains (losses) and unrealized gains (losses) on equity securities, net of tax (core income (loss)) is a non-GAAP measure, which is computed by adding amortization, net of tax, to net income and subtracting realized gains (losses) on our investment portfolio, net of tax, and unrealized gains (losses) on our equity securities, net of tax, from net income. Amortization expense is related to the amortization of intangible assets acquired through mergers and therefore the expense does not arise through normal operations. Investment portfolio gains (losses) and unrealized equity security gains (losses) vary independent of our operations. We believe it is useful for investors to evaluate these components separately and in the aggregate when reviewing our performance. The most directly comparable GAAP measure is net income. The core income measure should not be considered a substitute for net income and does not reflect the overall profitability of our business.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

When we prepare our consolidated financial statements and accompanying notes in conformity with GAAP, we must make estimates and assumptions about future events that affect the amounts we report. Certain of these estimates result from judgments that can be subjective and complex. As a result of that subjectivity and complexity, and because we continuously evaluate these estimates and assumptions based on a variety of factors, actual results could materially differ from our estimates and assumptions if changes in one or more factors require us to make accounting adjustments. During the three and nine months ended September 30, 2020, we reassessed our critical accounting policies and estimates as disclosed in Note 2 to the Notes to Unaudited Condensed Consolidated Financial Statements and our Annual Report on Form 10-K for the year ended December 31, 2019; however, we have made no material changes or additions with regard to those policies and estimates, except for those standards adopted in 2020 as described in Note 2 in the Notes to Unaudited Condensed Consolidated Financial Statements.

RECENT ACCOUNTING STANDARDS

Please refer to Note 2 in the Notes to Unaudited Condensed Consolidated Financial Statements for a discussion of recent accounting standards that may affect us.

UNITED INSURANCE HOLDINGS CORP.

ANALYSIS OF FINANCIAL CONDITION - SEPTEMBER 30, 2020 COMPARED TO DECEMBER 31, 2019

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our accompanying unaudited condensed consolidated interim financial statements and related notes, and in conjunction with the section entitled "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2019.

Investments

The primary goals of our investment strategy are to preserve capital, maximize after-tax investment income, maintain liquidity and minimize risk. To accomplish our goals, we purchase debt securities in sectors that represent the most attractive relative value, and we maintain a moderate equity exposure. Limiting equity exposure manages risks and helps to preserve capital for two reasons: first, bond market returns are less volatile than stock market returns, and second, should the bond issuer enter bankruptcy liquidation, bondholders generally have a higher priority than equityholders in a bankruptcy proceeding.

We must comply with applicable state insurance regulations that prescribe the type, quality and concentrations of investments our insurance subsidiaries can make; therefore, our current investment policy limits investment in non-investment-grade fixed maturities and limits total investment amounts in preferred stock, common stock and mortgage notes receivable. We do not invest in derivative securities.

Two outside asset management companies, which have authority and discretion to buy and sell securities for us, manage our investments subject to (i) the guidelines established by our Board of Directors and (ii) the direction of management. The Investment Committee of our Board of Directors reviews and approves our investment policy on a regular basis.

Our cash, cash equivalents, restricted cash and investment portfolio totaled $1,477,827,000 at September 30, 2020, compared to $1,298,780,000 at December 31, 2019.

The following table summarizes our investments, by type:


	September 30, 2020				December 31, 2019
	Estimated Fair Value		Percent of Total		Estimated Fair Value		Percent of Total
U.S. government and agency securities	$	123,130	8.3%		$	120,816	9.3%
Foreign government	1,869		0.1%		4,071		0.3%
States, municipalities and political subdivisions	162,681		11.0%		133,751		10.3%
Public utilities	41,955		2.8%		25,334		2.0%
Corporate securities	347,666		23.6%		288,872		22.3%
Mortgage-backed securities	279,417		18.9%		251,903		19.4%
Asset-backed securities	63,351		4.3%		57,129		4.4%
Redeemable preferred stocks	6,369		0.4%		2,985		0.2%
Total fixed maturities	1,026,438		69.4	%	884,861		68.2	%
Mutual funds	7,945		0.5%		65,453		5.0%
Public utilities	—		—%		3,663		0.3%
Other common stocks	20,343		1.4%		44,492		3.4%
Non-redeemable preferred stocks	8,182		0.6%		3,002		0.2%
Total equity securities	36,470		2.5	%	116,610		8.9	%
Other investments	38,371		2.6	%	10,252		0.8	%
Total investments	1,101,279		74.5%		1,011,723		77.9%
Cash and cash equivalents	323,314		21.9	%	215,469		16.6	%
Restricted cash	53,234		3.6%		71,588		5.5%
Total cash, cash equivalents, restricted cash and investments	$	1,477,827	100.0	%	$	1,298,780	100.0	%

UNITED INSURANCE HOLDINGS CORP.

We classify all of our fixed-maturity investments as available-for-sale. Our investments at September 30, 2020 and December 31, 2019 consisted mainly of U.S. government and agency securities, states, municipalities and political subdivisions and securities of investment-grade corporate issuers. Our equity holdings consisted mainly of securities issued by companies in the energy, consumer products, financial, technology and industrial sectors. Most of the corporate bonds we hold reflected a similar diversification. At September 30, 2020, approximately 85.0% of our fixed maturities were U.S. Treasuries or corporate bonds rated “A” or better, and 15.0% were corporate bonds rated “BBB” or "BB".

The most significant impact of COVID-19 on our business during the three and nine months ended September 30, 2020 was the fluctuations in our investment portfolios due to volatility in the equity securities markets that we were unable to predict. During the three months ended September 30, 2020, we decreased our equity portfolio from 9.1% of our total invested assets at June 30, 2020 to 2.5% of our total invested assets at September 30, 2020. As a result of this decrease, we experienced a decreased impact from fluctuations in the equity securities markets on our financial statements for the three months ended September 30, 2020. We may continue seeing volatile swings in the markets through the remainder of the year if economic stresses persist. Management is working closely with our investment asset managers to monitor the fluctuations in the markets and the corresponding impact to our portfolios. Future declines in the markets due to COVID-19 may have a negative impact on our investment returns; however, we have taken a conservative approach and have limited our exposure to the volatility in the equity markets to less than 10% of our invested assets.

Reinsurance

We follow the industry practice of reinsuring a portion of our risks. Reinsurance involves transferring, or "ceding", all or a

portion of the risk exposure on policies we write to another insurer, known as a reinsurer. To the extent that our reinsurers are

unable to meet the obligations they assume under our reinsurance agreements, we remain primarily liable for the entire insured loss under the policies we write.

Our reinsurance program is designed, utilizing our risk management methodology, to address our exposure to catastrophe losses. According to the Insurance Service Office (ISO), a catastrophe loss is defined as a single unpredictable incident or series of closely related incidents that result in $25,000,000 or more in U.S. industry-wide direct insured losses to property and that affect a significant number of policyholders and insurers (ISO catastrophes). In addition to ISO catastrophes, we also include as catastrophes those events (non-ISO catastrophes), which may include losses, that we believe are, or will be, material to our operations which we define as incidents that result in $1,000,000 or more in losses for multiple policyholders.

During the second quarter of 2020, we placed our reinsurance program for the 2020 hurricane season. We purchased catastrophe excess of loss reinsurance protection of approximately $3,300,000,000. The treaties reinsure for personal and commercial lines property excess catastrophe losses caused by multiple perils including hurricanes, tropical storms and tornadoes. The agreements became effective as of June 1, 2020, for a one-year term, and incorporate the mandatory coverage required by and placed with the Florida Hurricane Catastrophe Fund (FHCF). The FHCF covers Florida risks only and we participate at 90%.

Effective June 1, 2020, we extended our quota share agreement that was set to expire on May 31, 2020, for a one-year term. This quota share reinsurance agreement has a cession rate of 22.5% for all subject business and provides coverage for all catastrophe perils and attritional losses. The agreement provides coverage for our insurance subsidiaries, UPC and FSIC. Effective January 1, 2020, we renewed the aggregate excess of loss agreement to provide coverage against accumulated losses from specified catastrophe events, for a term of 12 months.

UNITED INSURANCE HOLDINGS CORP.

Reinsurance costs as a percent of gross earned premium during the three and nine month periods ended September 30, 2020 and 2019 were as follows:


	2020		2019
Three Months Ended September 30,
Non-at-Risk	(2.2)	%	(2.3)	%
Quota Share	(13.6)	%	(12.2)	%
All Other	(30.9)	%	(29.5)	%
Total Ceding Ratio	(46.7)	%	(44.0)	%

Nine Months Ended September 30,
Non-at-Risk	(2.2)	%	(2.3)	%
Quota Share	(13.0)	%	(9.7)	%
All Other	(30.5)	%	(30.8)	%
Total Ceding Ratio	(45.7)	%	(42.8)	%

We amortized our ceded unearned premiums over the annual agreement period, and we record that amortization in ceded premiums earned on our Unaudited Condensed Consolidated Statements of Comprehensive Loss. The table below summarizes the amounts of our ceded premiums written under the various types of agreements, as well as the amortization of ceded unearned premiums:


	Three Months Ended September 30,				Nine Months Ended September 30,
	2020		2019		2020		2019
Quota Share	$	(56,006)	$	(45,352)	$	(156,234)	$	(136,254)
Excess-of-loss	(2,295)		(4,611)		(424,680)		(411,413)
Equipment, identity theft, and cyber security (1)	(3,938)		(2,714)		(10,360)		(7,700)
Flood and inland flood (1)	(6,978)		(6,489)		(18,427)		(16,773)
Ceded premiums written	$	(69,217)	$	(59,166)	$	(609,701)	$	(572,140)
Change in ceded unearned premiums	(96,033)		(92,597)		132,771		149,665
Ceded premiums earned	$	(165,250)	$	(151,763)	$	(476,930)	$	(422,475)

(1) We began writing cyber security and inland flood policies in 2020.

UNITED INSURANCE HOLDINGS CORP.

Current year catastrophe losses disaggregated between name and numbered storms and all other catastrophe loss events are shown in the following table.


	2020					2019
	Number of Events	Incurred Loss and LAE (1)		Combined Ratio Impact		Number of Events	Incurred Loss and LAE (1)		Combined Ratio Impact
Three Months Ended September 30,
Current period catastrophe losses incurred
Named and numbered storms	7	$	125,122	66.3	%	3	$	31,295	16.2	%
All other catastrophe loss events	6	14,880		7.9	%	2	18,873		9.8	%
Total	13	$	140,002	74.2	%	5	$	50,168	26.0	%

Nine Months Ended September 30,
Current period catastrophe losses incurred
Named and numbered storms	10	$	130,446	23.0	%	3	$	31,295	5.6	%
All other catastrophe loss events	29	56,473		10.0	%	26	46,332		8.2	%
Total	39	$	186,919	33.0	%	29	$	77,627	13.8	%

(1) Incurred loss and LAE is equal to losses and LAE paid plus the change in case and incurred but not reported reserves. Shown net of losses ceded to reinsurers. Incurred loss and LAE and number of events includes the development on storms during the year in which it occurred.

See Note 7 in our Notes to Unaudited Condensed Consolidated Financial Statements for additional information regarding our reinsurance program.

Unpaid Losses and Loss Adjustments

We generally use the term “loss(es)” to collectively refer to both loss and LAE. We establish reserves for both reported and unreported unpaid losses that have occurred at or before the balance sheet date for amounts we estimate we will be required to pay in the future, including provisions for claims that have been reported but are unpaid at the balance sheet date and for obligations on claims that have been incurred but not reported at the balance sheet date. Our policy is to establish these loss reserves after considering all information known to us at each reporting period. At any given point in time, our loss reserve represents our best estimate of the ultimate settlement and administration costs of our insured claims incurred and unpaid.

Unpaid losses and LAE totaled $1,082,126,000 and $760,357,000 as of September 30, 2020 and December 31, 2019, respectively. The balance increased from year end as a result of increased current year incurred losses primarily related to a higher frequency of catastrophe activity during the third quarter of 2020. This increase also resulted in an increase in our reinsurance recoverables on unpaid losses balance at September 30, 2020 compared to December 31, 2019.

Since the process of estimating loss reserves requires significant judgment due to a number of variables, such as fluctuations in inflation, judicial decisions, legislative changes and changes in claims handling procedures, our ultimate liability will likely differ from these estimates. We revise our reserve for unpaid losses as additional information becomes available, and reflect adjustments, if any, in our earnings in the periods in which we determine the adjustments as necessary.

See Note 8 in our Notes to Unaudited Condensed Consolidated Financial Statements for additional information regarding our losses and loss adjustments.

UNITED INSURANCE HOLDINGS CORP.

RESULTS OF OPERATIONS - COMPARISON OF THE THREE MONTH PERIODS ENDED SEPTEMBER 30, 2020 AND 2019

Net loss attributable to UIHC for the three months ended September 30, 2020 increased $45,792,000, or 161.9%, to $74,072,000 for the third quarter of 2020 from a net loss of $28,280,000 for the same period in 2019. The increase in net loss was primarily due to an increase in loss and LAE from escalated catastrophe activity during the third quarter of 2020. We also experienced a decrease in unrealized gain on equity securities during the third quarter of 2020 compared to the third quarter of 2019. We sold equity securities that were in an unrealized gain position during the third quarter of 2020, which resulted in realized gains of $24,305,000, and therefore reduced the unrealized gain balance at quarter end.

Revenue

Our gross written premiums increased $48,635,000, or 15.3%, to $365,819,000 for the third quarter ended September 30, 2020 from $317,184,000 for the same period in 2019, driven by rate increases in Florida and organic policy growth in new and renewal business generated in the Gulf and Southeast regions. The breakdown of the quarter-over-quarter changes in both direct written and assumed premiums by region and gross written premium by line of business is shown in the table below.


($ in thousands)	Three Months Ended September 30,
	2020		2019		Change
Direct Written and Assumed Premium by Region (1)
Florida	$	191,858	$	157,278	$	34,580
Gulf	73,804		62,970		10,834
Northeast	55,871		55,665		206
Southeast	36,496		32,047		4,449
Total direct written premium by region	358,029		307,960		50,069
Assumed premium (2)	7,790		9,224		(1,434)
Total gross written premium by region	$	365,819	$	317,184	$	48,635

Gross Written Premium by Line of Business
Personal property	$	302,078	$	259,187	$	42,891
Commercial property	63,741		57,997		5,744
Total gross written premium by line of business	$	365,819	$	317,184	$	48,635

(1) "Gulf" is comprised of Hawaii, Louisiana and Texas; "Northeast" is comprised of Connecticut, Massachusetts, New Jersey, New York and Rhode Island; and "Southeast" is comprised of Georgia, North Carolina and South Carolina.

(2) Assumed premium written for 2020 and 2019 is primarily commercial property business assumed from unaffiliated insurers.


	Three Months Ended September 30,
New and Renewal Policies by Region (1)	2020	2019	Change
Florida	72,268	65,589	6,679
Gulf	42,734	38,303	4,431
Northeast	40,896	41,949	(1,053)
Southeast	28,154	26,014	2,140
Total	184,052	171,855	12,197

(1) Only includes new and renewal homeowner, commercial and dwelling fire policies written during the quarter.

UNITED INSURANCE HOLDINGS CORP.

Expenses

Expenses for the three months ended September 30, 2020 increased $69,615,000, or 28.6%, to $313,304,000 from $243,689,000 for the same period in 2019. The increase in expenses was primarily due to an increase in loss and LAE expenses of $70,527,000 in the third quarter of 2020 compared to the third quarter of 2019.

The calculations of our loss ratios and underlying loss ratios are shown below.


	Three Months Ended September 30,
	2020			2019			Change
Net loss and LAE	$	218,652		$	148,125		$	70,527
% of Gross earned premiums	61.8		%	43.0		%	18.8 pts
% of Net earned premiums	115.8		%	76.8		%	39.0 pts
Less:
Current year catastrophe losses	$	140,002		$	50,168		$	89,834
Prior year reserve (favorable) development	(4,213)			12,249			(16,462)
Underlying loss and LAE (1)	$	82,863		$	85,708		$	(2,845)
% of Gross earned premiums	23.4		%	24.9		%	(1.5) pts
% of Net earned premiums	43.9		%	44.4		%	(0.5) pts

(1) Underlying loss and LAE is a non-GAAP measure and is reconciled above to Net loss and LAE, the most directly comparable GAAP measure. Additional information regarding non-GAAP financial measures presented in this document is in the "Definitions of Non-GAAP Measures" section of this Form 10-Q.

The calculations of our expense ratios are shown below.


	Three Months Ended September 30,
	2020			2019			Change
Policy acquisition costs	$	58,735		$	61,849		$	(3,114)
Operating and underwriting	14,483			12,167			2,316
General and administrative	19,224			19,105			119
Total Operating Expenses	$	92,442		$	93,121		$	(679)
% of Gross earned premiums	26.1		%	27.0		%	(0.9) pts
% of Net earned premiums	49.0		%	48.3		%	0.7 pts

Loss and LAE increased by $70,527,000, or 47.6%, to $218,652,000 for the third quarter of 2020 from $148,125,000 for the third quarter of 2019. Loss and LAE expense as a percentage of net earned premiums increased 39.0 points to 115.8% for the third quarter of 2020, compared to 76.8% for the same period last year. Excluding catastrophe losses and reserve development, our gross underlying loss and LAE ratio for the third quarter of 2020 would have been 23.4%, a decrease of 1.5 points from 24.9% during the third quarter of 2019.

Policy acquisition costs decreased by $3,114,000, or 5.0%, to $58,735,000 for the third quarter of 2020 from $61,849,000 for the third quarter of 2019. The primary driver of the decrease was a decrease in assumed ceding commission expense of $5,267,000, as a result of the decline in our assumed line of business during the third quarter of 2020.

Operating and underwriting expenses increased by $2,316,000, or 19.0%, to $14,483,000 for the third quarter of 2020 from $12,167,000 for the third quarter of 2019, primarily due to increased investments in technology of $1,525,000, as well as increased agent-related expenses of $1,357,000 incurred during the quarter, which are based on our agent incentive program.

General and administrative expenses remained relatively flat, increasing by $119,000, or 0.6%, to $19,224,000 for the third quarter of 2020 from $19,105,000 for the third quarter of 2019.

UNITED INSURANCE HOLDINGS CORP.

RESULTS OF OPERATIONS - COMPARISON OF THE NINE MONTH PERIODS ENDED SEPTEMBER 30, 2020 AND 2019

Net loss attributable to UIHC for the nine months ended September 30, 2020 increased $40,807,000, or 187.9%, to $62,521,000 from $21,714,000 for the same period in 2019. The increase was primarily due to an increase in loss and LAE due to a higher frequency of catastrophe activity for the nine months ended September 30, 2020 compared to the nine months ended September 30, 2019.

Revenue

Our gross written premiums increased $55,148,000, or 5.1%, to $1,140,653,000 for the nine months ended September 30, 2020 from $1,085,505,000 for the same period in 2019, primarily reflecting organic growth in new and renewal business generated in the Gulf and Southeast regions, as well as the impact of rate increases in Florida and the Northeast regions. The breakdown of the year-over-year changes in both direct and assumed written premiums by region and gross written premium by line of business are shown in the table below.


($ in thousands)	Nine Months Ended September 30,
	2020		2019		Change
Direct Written and Assumed Premium by Region (1)
Florida	$	648,662	$	576,028	$	72,634
Gulf	200,603		174,070		26,533
Northeast	153,857		153,234		623
Southeast	98,574		89,059		9,515
Total direct written premium by region	1,101,696		992,391		109,305
Assumed premium (2)	38,957		93,114		(54,157)
Total gross written premium by region	$	1,140,653	$	1,085,505	$	55,148

Gross Written Premium by Line of Business
Personal property	$	834,659	$	755,974	$	78,685
Commercial property	305,994		329,531		(23,537)
Total gross written premium by line of business	$	1,140,653	$	1,085,505	$	55,148

(2) Assumed premium for 2020 and 2019 is primarily commercial property business assumed from unaffiliated insurers.


	Nine Months Ended September 30,
New and Renewal Policies By Region (1)	2020	2019	Change
Florida	208,432	209,580	(1,148)
Gulf	119,280	106,762	12,518
Northeast	115,135	117,485	(2,350)
Southeast	77,807	72,880	4,927
Total	520,654	506,707	13,947

(1) Only includes new and renewal homeowner, commercial and dwelling fire policies written during the year.

UNITED INSURANCE HOLDINGS CORP.

Expenses

Expenses for the nine months ended September 30, 2020 increased $50,284,000, or 7.8%, to $692,369,000 from $642,085,000 for the same period in 2019. The increase in expenses was primarily due to a $54,258,000 increase in loss and LAE due to a higher frequency of catastrophe activity in the third quarter of 2020. The calculations of our loss ratios and underlying loss ratios are shown below.


	Nine Months Ended September 30,
	2020			2019			Change
Net loss and LAE	$	423,182		$	368,924		$	54,258
% of Gross earned premiums	40.6		%	37.4		%	3.2 pts
% of Net earned premiums	74.8		%	65.4		%	9.4 pts
Less:
Current year catastrophe losses	$	186,919		$	77,627		$	109,292
Prior year reserve (favorable) development	(6,165)			33,216			(39,381)
Underlying loss and LAE (1)	$	242,428		$	258,081		$	(15,653)
% of Gross earned premiums	23.2		%	26.2		%	(3.0) pts
% of Net earned premiums	42.8		%	45.8		%	(3.0) pts

(1) Underlying loss and LAE is a non-GAAP measure and is reconciled above to net loss and LAE, the most directly comparable GAAP measure. Additional information regarding non-GAAP financial measures presented in this document is in the "Definitions of Non-GAAP Measures" section of this Form 10-Q.

The calculations of our expense ratios are shown below.


	Nine Months Ended September 30,
	2020			2019			Change
Policy acquisition costs	$	170,183		$	178,717		$	(8,534)
Operating and underwriting	38,164			33,577			4,587
General and administrative	53,646			53,488			158
Total operating expenses	$	261,993		$	265,782		$	(3,789)
% of Gross earned premiums	25.1		%	26.9		%	(1.8) pts
% of Net earned premiums	46.3		%	47.1		%	(0.8) pts

Loss and LAE increased $54,258,000, or 14.7%, to $423,182,000 for the nine months ended September 30, 2020 from $368,924,000 for the same period in 2019. Loss and LAE expense as a percentage of net earned premiums increased 9.4 points to 74.8% for the nine months ended September 30, 2020, compared to 65.4% for the same period in 2019. Excluding catastrophe losses and reserve development, our gross underlying loss and LAE ratio for the nine months ended September 30, 2020 was 23.2%, a decrease of 3.0 points from 26.2% during the nine months ended September 30, 2019.

Policy acquisition costs decreased $8,534,000, or 4.8%, to $170,183,000 for the nine months ended September 30, 2020 from $178,717,000 for the same period in 2019. The primary driver of the decrease was an increase of $17,768,000 in ceding commission income as a result of changes made to the terms of our quota share agreement. This was offset by an increase of $7,692,000 of agent commission expenses driven by our increase in written premiums compared to the prior year.

Operating expenses increased $4,587,000, or 13.7%, to $38,164,000 for the nine months ended September 30, 2020 from $33,577,000 for the same period in 2019, primarily due to increased investments in technology of $5,354,000. This was offset by decreased printing and postage related expenses of $1,159,000.

General and administrative expenses remained relatively flat, increasing by $158,000, or 0.3%, to $53,646,000 for the nine months ended September 30, 2020 from $53,488,000 for the same period in 2019.

UNITED INSURANCE HOLDINGS CORP.

LIQUIDITY AND CAPITAL RESOURCES

We generate cash through premium collections, reinsurance recoveries, investment income, the sale or maturity of invested assets, the issuance of debt and the issuance of additional shares of our stock. We use our cash to pay reinsurance premiums, claims and related costs, policy acquisition costs, salaries and employee benefits, other expenses and stockholder dividends, acquire subsidiaries and pay associated costs, as well as to repay debts and purchase investments.

As a holding company, we do not conduct any business operations of our own and, as a result, we rely on cash dividends or intercompany loans from our management subsidiaries to pay our general and administrative expenses. Insurance regulatory authorities heavily regulate our insurance subsidiaries, including restricting any dividends paid by our insurance subsidiaries and requiring approval of any management fees our insurance subsidiaries pay to our management subsidiaries for services rendered; however, nothing restricts our non-insurance company subsidiaries from paying us dividends other than state corporate laws regarding solvency. Our management subsidiaries pay us dividends primarily using cash from the collection of management fees from our insurance subsidiaries, pursuant to the management agreements in effect between those entities. In accordance with state laws, our insurance subsidiaries may pay dividends or make distributions out of that part of their statutory surplus derived from their net operating profit and their net realized capital gains. The Risk-Based Capital (RBC) guidelines published by the National Association of Insurance Commissioners may further restrict our insurance subsidiaries’ ability to pay dividends or make distributions if the amount of the intended dividend or distribution would cause their respective surplus as it regards policyholders to fall below minimum RBC guidelines. See Note 11 in our Notes to Unaudited Condensed Consolidated Financial Statements for additional information.

During the three months ended September 30, 2020, we did not make any capital contributions to any of our subsidiaries. During the nine months ended September 30, 2020, the Company made capital contributions of $12,000,000 and $3,000,000 to our insurance subsidiary, UPC, and reinsurance subsidiary, UPC Re, respectively. IIC paid a dividend of $12,000,000 to the Company during the nine months ended September 30, 2020.

During the three month period ended September 30, 2019, we made a $12,000,000 capital contribution to our insurance subsidiary FSIC and received a dividend of $13,579,000 from our insurance subsidiary ACIC. During the nine-month period ended September 30, 2019, we made capital contributions of $4,000,000 and $13,000,000 to our insurance subsidiaries UPC and FSIC, respectively. In addition, we refunded a dividend of $1,764,000 to our insurance subsidiary IIC, which was originally paid to UIHC in December 2018. We may make future contributions of capital to our insurance subsidiaries as circumstances require.

The COVID-19 pandemic and resulting global disruptions have caused significant volatility in financial markets. However, during the three and nine month periods ended September 30, 2020, the disruptions did not have an impact on our access to credit and capital markets needed to maintain sufficient liquidity for our continued operating needs. We expect to continue to maintain financing flexibility in the current market conditions. However, due to the rapidly evolving national and global situation, it is not possible to predict whether unanticipated consequences of the pandemic are reasonably likely to materially affect our liquidity and capital resources in the future.

UNITED INSURANCE HOLDINGS CORP.

Cash Flows for the nine months ended September 30, 2020 and 2019 (in millions)

Operating Activities

The principal cash inflows from our operating activities come from premium collections, reinsurance recoveries and investment income. The principal cash outflows from our operating activities are the result of claims and related costs, reinsurance premiums, policy acquisition costs and salaries and employee benefits. A primary liquidity concern with respect to these cash flows is the risk of large magnitude catastrophe events.

During the nine months ended September 30, 2020, we had cash inflows of $164,592,000 compared to cash inflows of $228,121,000 during the nine months ended September 30, 2019. During 2020, we had more reinsurance recoverables outstanding than in 2019. The higher recoverable balance in 2020 is attributable to a higher frequency of catastrophe activity in 2020 (ten named or numbered storms made landfall during the year, seven of which were in the third quarter) as well as prior year catastrophe loss development.

Investing Activities

The principal cash inflows from our investing activities come from repayments of principal, proceeds from maturities and sales of investments. We closely monitor and manage these risks through our comprehensive investment risk management process. The principal cash outflows relate to purchases of investments and cost of property, equipment and capitalized software acquired. The primary liquidity concerns with respect to these cash flows are the risk of default by debtors and market disruption. During the nine months ended September 30, 2020, we had net sales of investments totaling $59,593,000 compared to $41,833,000 during the nine months ended September 30, 2019. Our net cash outflows associated with the purchase and disposal of property, equipment and capitalized software also decreased from $16,437,000 during the nine months ended September 30, 2019 to $6,549,000 during the nine months ended September 30, 2020.

Financing Activities

The principal cash outflows from our financing activities come from repayments of debt and payments of dividends. The primary liquidity concern with respect to these cash flows is market disruption in the cost and availability of credit. We believe our current capital resources, together with cash provided from our operations, are sufficient to meet currently anticipated working capital requirements. During the nine months ended September 30, 2020, cash used in financing activities remained consistent totaling $8,959,000 compared to $8,559,000 for the nine months ended September 30, 2019. This outflow was primarily due to our dividend payments in the first three quarters of both 2020 and 2019.

UNITED INSURANCE HOLDINGS CORP.

OFF-BALANCE SHEET ARRANGEMENTS

At September 30, 2020, we did not have any off-balance-sheet arrangements or material changes to our contractual obligations during the quarter.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to market risks, including interest rate risk related to changes in interest rates in our fixed-maturity securities, credit risk related to changes in the financial condition of the issuers of our fixed-maturities and equity price risk related to changes in equity security prices. These risks are disclosed in Part II, Item 7A. "Quantitative and Qualitative Disclosures About Market Risk" of our Annual Report on Form 10-K for the year ended December 31, 2019, and the following discussion serves as an update to such disclosure in our Annual Report on Form 10-K for the year ended December 31, 2019.

As described further below, we had material changes to our equity price risk due to a material disposal of equity securities during the three months ended September 30, 2020. During the three months ended September 30, 2020, we decreased our equity portfolio from 9.1% of our total invested assets at June 30, 2020 to 2.5% of our total invested assets at September 30, 2020. We realized gains of $24,305,000 as a result of these disposals. We disposed of such equity securities in order to mitigate potential surplus declines from market volatility for each of our insurance subsidiaries.

EQUITY PRICE RISK

Our equity investment portfolio at September 30, 2020 consisted of common stocks, mutual funds and non-redeemable preferred stocks. We may incur potential losses due to adverse changes in equity security prices. We manage this risk primarily through industry and issuer diversification and asset allocation techniques.

The following tables illustrate the composition of our equity portfolio at September 30, 2020 and December 31, 2019:


Stocks by Sector	Fair Value		% of Total Fair Value
September 30, 2020
Funds	$	7,945	21.7	%
Financial	7,900		21.7
Communications	6,044		16.6
Consumer, Non-cyclical	4,794		13.1
Technology	3,686		10.1
Industrial	3,017		8.3
Consumer, Cyclical	1,711		4.7
Utilities	1,373		3.8


Total	$	36,470	100.0	%

December 31, 2019
Funds	$	65,453	56.0	%
Industrial	11,491		9.9
Consumer, Non-cyclical	10,928		9.4
Financial	8,438		7.2
Technology	5,555		4.8
Utilities	4,002		3.4
Communications	3,690		3.2
Consumer, Cyclical	3,597		3.1
Energy	2,094		1.8
Basic Materials	1,362		1.2
Total	$	116,610	100.0	%

UNITED INSURANCE HOLDINGS CORP.

Item 4. Controls and Procedures

We maintain a set of disclosure controls and procedures designed to ensure that the information required to be disclosed in reports we file or submit under the Securities Exchange Act of 1934, as amended (Exchange Act), is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms. We designed our disclosure controls with the objective of ensuring we accumulate and communicate this information to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of the design and operations of our disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act, as of the end of the period covered by this report. Based on our evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of the end of the period covered by this report.

Changes in Internal Control over Financial Reporting

Although we have shifted operations for all employees to remote work environments for the protection of our employees and communities in response to COVID-19, this shift to remote work environments has not impacted our ability to ensure that our controls operate effectively. We did not make any changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting during the quarter ended September 30, 2020.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

We are involved in routine claims-related legal actions arising in the ordinary course of business. We accrue amounts resulting from claims-related legal actions in unpaid losses and loss adjustment expenses during the period that we determine an unfavorable outcome becomes probable and we can estimate the amounts. Management makes revisions to our estimates based on its analysis of subsequent information that we receive regarding various factors, including: (i) per claim information; (ii) company and industry historical loss experience; (iii) judicial decisions and legal developments in the awarding of damages; and (iv) trends in general economic conditions, including the effects of inflation.

At September 30, 2020, we were not involved in any material non-claims-related legal actions.

Item 1A. Risk Factors

Other than as described in the additional risk factor below, there have been no material changes to the risk factors previously disclosed in Part I. Item 1A "Risk Factors" of our Annual Report on Form 10-K for the year ended December 31, 2019.

The outbreak of the novel coronavirus (COVID-19) pandemic and related business disruption and economic uncertainty could adversely impact our business, results of operations and financial condition.

In recent months, a novel strain of coronavirus (COVID-19) has spread to many countries in the world, including the United States, and the outbreak was declared a pandemic by the World Health Organization in March 2020.

Considerable uncertainty still surrounds the COVID-19 virus and its potential impact, and the extent of and effectiveness of responses taken on international, national and local levels. The extent of the impact of COVID-19 on our business, results of operations and financial condition will depend, in large part, on future developments, which are highly uncertain and cannot be predicted with confidence such as:

•the duration and severity of the spread;

•the extent and duration of business closures, travel restrictions, social distancing and other actions taken to contain and treat COVID-19; and

•the effectiveness of actions taken by governmental authorities to contain and treat the virus.

UNITED INSURANCE HOLDINGS CORP.

However, measures taken to limit the impact of COVID-19, including shelter-in-place orders, social distancing measures, travel bans and restrictions, and business and government shutdowns, have already resulted in significant negative economic impacts on the United States and globally. The pandemic has resulted and continues to result in extreme volatility and disruptions in the economy. While we have not incurred any significant disruptions to our business operations, financial position, liquidity or our ability to service our policyholders as of the date of this Form 10-Q, with the exception of fluctuations in our investment portfolios due to the volatility in the equity securities markets, the continued impacts of COVID-19 (including a severe or prolonged economic downturn due to impacts from COVID-19) could result in a variety of risks to our business, including:

•an increase in the default of insurance premiums coinciding with an increase in unemployment rates and customers' inability to pay premiums;

•our ability to meet regulatory and debt service requirements;

•a decline in premiums as a result of limited new business production, weaker renewal retention rates, higher mid-term cancellations, more stringent regulatory requirements or a rating agency downgrade that would impact both agency and consumer confidence;

•travel restrictions and quarantines leading to a lack of in-person meetings, which could hinder the efficiency of our internal operations and our ability to establish relationships with agents to generate new business;

•contraction of the global reinsurance markets resulting from uncertainties related to current and future COVID-19 claims on underlying risks;

•higher frequency and/or severity of claims from certain perils such as theft, fire and liability, as well as fraudulent insurance loss schemes and litigation attempting to force coverage;

•changes in the equity markets, changes in interest rates, and reduced liquidity leading to a decline in the value of our investment portfolio;

•a recession or market correction could materially affect the value of our common stock; and

•our third-party vendors experiencing shutdowns or other business disruptions which impact our ability to conduct our business in the manner and on the timelines presently planned.

In response to the measures taken to limit the impact of COVID-19 described above, and for the protection of our employees and communities, in March 2020 we shifted operations for all employees to remote work environments. This shift in operations to remote work environments could prevent us from executing initiatives effectively, which could have an adverse effect on our business, results of operations and financial condition. An extended period of remote work arrangements could introduce operational risk (including but not limited to cybersecurity risks) and may impair our ability to manage our business. We also outsource certain business activities to third parties. If one or more of the third parties to whom we outsource certain business activities experience operational failures or business disruptions as a result of the impacts from the spread of COVID-19, or claim that they cannot perform, it may have negative effects on our business and financial condition.

We are currently following the recommendations of local and federal health authorities to minimize exposure risk for our various stakeholders, including employees, and management is actively monitoring the global situation and its effects on our financial condition, liquidity, operations, industry and workforce. The full extent of the impact of COVID-19 on our business and operating results will depend on future developments that are highly uncertain and cannot be accurately predicted, as described in greater detail above.

To the extent that COVID-19 adversely affects our business, results of operations or financial condition, it may also have the effect of amplifying many of the other risks described in Part I, Item 1A “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2019.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

During the three months ended September 30, 2020, we did not sell any unregistered equity securities or repurchase any of our equity securities.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

UNITED INSURANCE HOLDINGS CORP.

Item 5. Other Information

None.

Item 6. Exhibits

The following exhibits are filed or furnished herewith or are incorporated herein by reference:


Exhibit						Description

10.1						Release Agreement, dated as of September 29, 2020, by and between United Insurance Holdings Corp. and Deepak Menon (included as Exhibit 10.1 to the Form 8-K/A filed on October 1, 2020, and incorporated herein by reference).

10.2						Form of Indemnification Agreement, dated as of September 1, 2020, by and between United Insurance Holdings Corp. and the members of the Board of Directors.

10.3						Second Amended and Restated Employment Agreement, dated as of October 23, 2020, by and between United Insurance Holdings Corp. and Bennett Bradford Martz (included as Exhibit 10.1 to the Form 8-K filed on October 28, 2020, and incorporated herein by reference).

10.4						Second Amended and Restated Employment Agreement, dated as of October 23, 2020, by and between United Insurance Holdings Corp. and Scott St. John (included as Exhibit 10.2 to the Form 8-K filed on October 28, 2020, and incorporated herein by reference).

31.1						Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act.

31.2						Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act.

32.1						Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act.

32.2						Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act.

101.INS						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

101.SCH						Inline XBRL Taxonomy Extension Schema

101.CAL						Inline XBRL Taxonomy Extension Calculation Linkbase

101.DEF						Inline XBRL Taxonomy Extension Definition Linkbase

101.LAB						Inline XBRL Taxonomy Extension Label Linkbase

101.PRE						Inline XBRL Taxonomy Extension Presentation Linkbase

104						Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101).

UNITED INSURANCE HOLDINGS 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.


		UNITED INSURANCE HOLDINGS CORP.

November 6, 2020	By:	/s/ R. Daniel Peed
		R. Daniel Peed, Chief Executive Officer (principal executive officer and duly authorized officer)


November 6, 2020	By:	/s/ B. Bradford Martz
		B. Bradford Martz, Chief Financial Officer and President (principal financial officer and principal accounting officer)

INDEMNIFICATION AGREEMENT

This Indemnification Agreement (“Agreement”) is made and effective as of September 1, 2020, between United Insurance Holdings Corp., a Delaware corporation (the “Company”), and [name of director] (“Indemnitee”).

WHEREAS, highly competent persons have become more reluctant to serve publicly-held corporations as directors, officers or in other capacities unless they are provided with adequate protection through insurance or adequate indemnification against inordinate risks of claims and actions against them arising out of their service to and activities on behalf of the corporation; and

WHEREAS, the Board of Directors of the Company (the “Board”) has determined that, in order to attract and retain qualified individuals, the Company will attempt to maintain on an ongoing basis, at its sole expense, liability insurance to protect persons serving the Company and its subsidiaries from certain liabilities. At the same time, directors, officers, and other persons in service to corporations or business enterprises are being increasingly subjected to expensive and time−consuming litigation relating to, among other things, matters that traditionally would have been brought only against the Company or business enterprise itself; and

WHEREAS, the Certificate of Incorporation of the Company (as amended, the “Certificate of Incorporation”) provides that the Company will indemnify its directors and officers to the fullest extent permitted by law, the By-laws of the Company (as amended, the “By-laws”) provide for certain procedures addressing indemnification rights, and directors and officer may also be entitled to indemnification pursuant to applicable provisions of the Delaware General Corporation Law (“DGCL”); and

WHEREAS, the indemnification provisions set forth in the Certificate of Incorporation, the By-laws and the DGCL are not exclusive, and contracts may be entered into between the Company and members of the board of directors, officers and other persons with respect to indemnification; and

WHEREAS, uncertainties relating to such insurance and to indemnification have increased the difficulty of attracting and retaining such persons; and

WHEREAS, the Board has determined that the increased difficulty in attracting and retaining such persons is detrimental to the best interests of the Company’s stockholders and that the Company should act to assure such persons that there will be increased certainty of such protection in the future; and

WHEREAS, it is reasonable, prudent and necessary for the Company contractually to obligate itself to indemnify and hold harmless, and to advance expenses on behalf of, such persons to the fullest extent permitted by applicable law so that they

will serve or continue to serve the Company free from undue concern that they will not be so protected against liabilities; and

WHEREAS, this Agreement is a supplement to and in furtherance of the Certificate of Incorporation and the By-laws and any resolutions adopted pursuant thereto, and shall not be deemed a substitute therefor, nor to diminish or abrogate any rights of Indemnitee thereunder; and

WHEREAS, in recognition of Indemnitee’s need for substantial protection against personal liability in order to enhance Indemnitee’s continued service to the Company in an effective manner, and Indemnitee’s reliance on the aforesaid provisions of the Certificate of Incorporation and By-laws, and in part to provide Indemnitee with specific contractual assurance that the protection promised by such provisions will be available to Indemnitee (regardless of, among other things, any amendment to or revocation of such provisions or any change in the composition of the Company’s Board of Directors or any acquisition or business combination transaction relating to the Company), the Company wishes to provide in this Agreement for the indemnification of and the advancement of expenses to Indemnitee as set forth in this Agreement, and, to the extent insurance is maintained, for the continued coverage of Indemnitee under the Company’s directors’ and officers’ liability insurance policies; and

WHEREAS, Indemnitee is willing to serve, continue to serve and to take on additional service for or on behalf of the Company on the condition that Indemnitee be so indemnified hereunder.

NOW, THEREFORE, in consideration of the promises and the covenants contained herein, the Company and Indemnitee do hereby covenant and agree as follows:

Section 1. Services to the Company. Indemnitee will serve or continue to serve as a director or officer of the Company for so long as Indemnitee is duly elected or appointed or until Indemnitee tenders Indemnitee’s resignation or is no longer serving in such capacity. This Agreement shall not be deemed an employment contract between the Company or any other Enterprise (as hereafter defined) and Indemnitee. Indemnitee specifically acknowledges that Indemnitee’s service to the Company or other Enterprise, if any, is at will, and Indemnitee may be discharged at any time for any reason, with or without cause, except as may be otherwise provided in any written employment contract between Indemnitee and the Company or any other Enterprise, other applicable formal severance policies or contracts duly adopted by the Board, or by the Certificate of Incorporation, the By-laws and the DGCL.

Section 2. Definitions. As used in this Agreement:

1.“Agent” shall mean any person who is or was a director, officer, or employee of the Company or a subsidiary of the Company or other person authorized by the Company to act for the Company, to include such person serving in such capacity as a director, officer, employee, fiduciary or other official of any other Enterprise at the

request of, for the convenience of, or to represent the interests of the Company or a subsidiary of the Company.

2.“Change of Control” shall mean the first to occur of the following with respect to the Company or any upstream holding company (which, for purposes of this definition, shall be included in references to “the Company”):

a.Any “Person,” as that term is defined in Sections 13(d) and 14(d) of the Exchange Act, but excluding the Company, any trustee or other fiduciary holding securities under an employee benefit plan of the Company, or any corporation owned, directly or indirectly, by the shareholders of the Company in substantially the same proportions as their ownership of stock of the Company, is or becomes the “Beneficial Owner” (as that term is defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of the Company representing fifty percent (50%) or more of the combined voting power of the Company's then outstanding securities; or

b.The Company is merged or consolidated with any other corporation or other entity, other than: (A) a merger or consolidation which would result in the voting securities of the Company outstanding immediately prior thereto continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity) more than fifty percent (50%) of the combined voting power of the voting securities of the Company or such surviving entity outstanding immediately after such merger or consolidation; or (B) the Company engages in a merger or consolidation effected to implement a recapitalization of the Company (or similar transaction) in which no “Person” (as defined above) acquires fifty percent (50%) or more of the combined voting power of the Company's then outstanding securities. Notwithstanding the foregoing, a merger or consolidation involving the Company shall not be considered a “Change of Control” if the Company is the surviving corporation and shares of the Stock are not converted into or exchanged for stock or securities of any other corporation, cash or any other thing of value, unless persons who beneficially owned shares of the Stock outstanding immediately prior to such transaction own beneficially less than a majority of the outstanding voting securities of the Company immediately following the merger or consolidation;

c.The Company, or any Person that, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with the Company, sells, assigns or otherwise transfers assets in a transaction or series of related transactions, if the aggregate market value of the assets so sold, assigned or otherwise transferred exceeds fifty percent (50%) of the Company's consolidated book value, determined by the Company in accordance with generally accepted accounting principles, measured at the time at which such transaction occurs or the first of such series of related transactions occurs; provided that such a transfer effected pursuant to a spin-off or split-up where shareholders of the Company retain ownership of the

transferred assets proportionate to their pro rata ownership interest in the Company shall not be deemed a “Change of Control”

d.The Company dissolves and liquidates substantially all of its assets; or

e.At any time after the Effective Date when the “Continuing Directors” cease to constitute a majority of the Board. For this purpose, a “Continuing Director” shall mean: (A) the individuals who, at the Effective Date, constitute the Board; and (B) any new Directors (other than Directors designated by a person who has entered into an agreement with the Company to effect a transaction described in clause (i), (ii), or (iii) of this definition) whose appointment to the Board or nomination for election by Company shareholders was approved by a vote of at least two-thirds of the then-serving Continuing Directors.

3.“Claim” shall mean:

a.any threatened, pending or completed action, suit, proceeding or alternative dispute resolution mechanism, whether civil, criminal, administrative, arbitrative, investigative or other, and whether made pursuant to federal, state or other law; or

b.any inquiry, hearing or investigation that the Indemnitee determines might lead to the institution of any such action, suit, proceeding or alternative dispute resolution mechanism.

4. “Corporate Status” describes the status of a person who is or was a director, officer, trustee, general partner, managing member, fiduciary, employee or agent of the Company or of any other Enterprise which such person is or was serving at the request of the Company.

5. “Delaware Court” shall mean the Court of Chancery of the State of Delaware.

6. “Disinterested Director” shall mean a director of the Company who is not and was not a party to the Proceeding in respect of which indemnification is sought by Indemnitee.

7.“Enterprise” shall mean the Company and any other corporation, constituent corporation (including any constituent of a constituent) absorbed in a consolidation or merger to which the Company (or any of its wholly owned subsidiaries) is a party, limited liability company, partnership, joint venture, trust, employee benefit plan or other enterprise of which Indemnitee is or was serving at the request of the Company as a director, officer, trustee, general partner, managing member, fiduciary, employee or agent.

8.“Exchange Act” shall mean the Securities Exchange Act of 1934, as amended.

9.“Expenses” shall include all direct and indirect costs, fees and expenses of any type or nature whatsoever, including, without limitation, all attorneys’ fees and costs, retainers, court costs, transcript costs, fees of experts, witness fees, travel expenses, fees of private investigators and professional advisors, duplicating costs, printing and binding costs, telephone charges, postage, delivery service fees, fax transmission charges, secretarial services and all other disbursements, obligations or expenses in connection with prosecuting, defending, preparing to prosecute or defend, investigating, being or preparing to be a witness in, settlement or appeal of, or otherwise participating in, a Proceeding (as defined below), including reasonable compensation for time spent by Indemnitee for which he or she is not otherwise compensated by the Company or any third party. Expenses also shall include Expenses incurred in connection with any appeal resulting from any Proceeding (as defined below), including without limitation the principal, premium, security for, and other costs relating to any cost bond, supersedeas bond, or other appeal bond or its equivalent. Expenses, however, shall not include amounts paid in settlement by Indemnitee or the amount of judgments or Fines against Indemnitee.

10. “Fines” shall include any excise tax or penalties assessed with respect to any employee benefit plan; references to “serving at the request of the Company” shall include any service as a director, officer, employee, trustee, fiduciary or agent of the Company which imposes duties on, or involves services by, such director, officer, employee, trustee, fiduciary or agent with respect to an employee benefit plan, its participants or beneficiaries; and a person who acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of the participants and beneficiaries of an employee benefit plan shall be deemed to have acted in manner “not opposed to the best interests of the Company” as referred to in this Agreement.

11.“Indemnifiable Event” shall mean any event or occurrence, whether occurring before, on or after the date of this Agreement, related to the fact that Indemnitee is or was a director, officer, employee or agent of the Company or any other Enterprise or by reason of an action or inaction by Indemnitee in any such capacity (whether or not serving in such capacity at the time any Loss is incurred for which indemnification can be provided under this Agreement).

12.“Independent Counsel” shall mean a law firm, or a member of a law firm, that is experienced in matters of corporation law and neither presently is, nor in the past five years has been, retained to represent: (i) the Company or Indemnitee in any matter material to either such party (other than with respect to matters concerning Indemnitee under this Agreement, or of other indemnitees under similar indemnification agreements), or (ii) any other party to the Proceeding giving rise to a claim for indemnification hereunder. Notwithstanding the foregoing, the term “Independent Counsel” shall not include any person who, under the applicable standards of professional conduct then

prevailing, would have a conflict of interest in representing either the Company or Indemnitee in an action to determine Indemnitee’s rights under this Agreement.

13.“Losses” shall mean any and all Expenses, damages, losses, liabilities, judgments, Fines, penalties (whether civil, criminal or other), ERISA excise taxes, amounts paid or payable in settlement, including any interest, assessments, and all other charges paid or payable in connection with investigating, defending, being a witness in or participating in (including on appeal), or preparing to defend, be a witness or participate in, any Claim.

14.“Proceeding” shall include any threatened, pending or completed action, suit, arbitration, mediation, alternate dispute resolution mechanism, investigation, inquiry, administrative hearing or any other actual, threatened or completed proceeding, whether brought in the right of the Company or otherwise and whether of a civil (including intentional or unintentional tort claims), criminal, administrative or investigative nature, in which Indemnitee was, is, will or might be involved as a party or otherwise by reason of the fact that Indemnitee is or was a director, officer, employee or agent of the Company, by reason of any action (or failure to act) taken by him or of any action (or failure to act) on his part while acting as a director, officer, employee or agent of the Company, or by reason of the fact that he is or was serving at the request of the Company as a director, officer, trustee, general partner, managing member, fiduciary, employee or agent of any other Enterprise, in each case whether or not serving in such capacity at the time any liability or expense is incurred for which indemnification, reimbursement, or advancement of expenses can be provided under this Agreement.

In connection with any merger or consolidation, references to the “Company” shall include not only the resulting or surviving company, but also any constituent company or constituent of a constituent company, which, if its separate existence had continued, would have had power and authority to indemnify its directors, officers, employees or agents. The intent of this provision is that a person who is or was a director of such constituent company after the date hereof or is or was serving at the request of such constituent company as a director, officer, employee, trustee or agent of another company, partnership, joint venture, trust, employee benefit plan or other enterprise after the date hereof, shall stand in the same position under this Agreement with respect to the resulting or surviving company as the person would have under this Agreement with respect to such constituent company if its separate existence had continued.

Section 3. Indemnification in Third-Party Proceedings. The Company shall indemnify and hold harmless Indemnitee in accordance with the provisions of this Section 3 if Indemnitee was, is, or is threatened to be made, a party to or a participant (as a witness or otherwise) in any Proceeding, other than a Proceeding by or in the right of the Company to procure a judgment in its favor. Pursuant to this Section 3, Indemnitee shall be indemnified and held harmless against all Expenses, judgments, liabilities, Fines, penalties and amounts paid in settlement (including all interest, assessments and other charges paid or payable in connection with or in respect of such Expenses, judgments,

Fines, penalties and amounts paid in settlement) actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf in connection with such Proceeding or any claim, issue or matter therein, if Indemnitee acted in good faith and in a manner Indemnitee reasonably believed to be in or not opposed to the best interests of the Company and, in the case of a criminal Proceeding had no reasonable cause to believe that Indemnitee’s conduct was unlawful.

Section 4. Indemnification in Proceedings by or in the Right of the Company. The Company shall indemnify and hold harmless Indemnitee in accordance with the provisions of this Section 4 if Indemnitee was, is, or is threatened to be made, a party to or a participant (as a witness or otherwise) in any Proceeding by or in the right of the Company to procure a judgment in its favor. Pursuant to this Section 4, Indemnitee shall be indemnified and held harmless against all Expenses actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf in connection with such Proceeding or any claim, issue or matter therein, if Indemnitee acted in good faith and in a manner Indemnitee reasonably believed to be in or not opposed to the best interests of the Company. No indemnification or hold harmless for Expenses shall be made under this Section 4 in respect of any claim, issue or matter as to which Indemnitee shall have been finally adjudged by a court to be liable to the Company, unless and only to the extent that any court in which the Proceeding was brought or the Delaware Court shall determine upon application that, despite the adjudication of liability but in view of all the circumstances of the case, Indemnitee is fairly and reasonably entitled to indemnification.

Section 5. Indemnification for Expenses of a Party Who Is Wholly or Partly Successful. Notwithstanding any other provisions of this Agreement, to the extent that Indemnitee is a party to (or a participant in) and is successful, on the merits or otherwise, in any Proceeding or in defense of any claim, issue or matter therein, in whole or in part, the Company shall indemnify and hold harmless Indemnitee against all Expenses actually and reasonably incurred by Indemnitee in connection therewith. If Indemnitee is not wholly successful in such Proceeding but is successful, on the merits or otherwise, as to one or more but less than all claims, issues or matters in such Proceeding, then the Company shall indemnify and hold harmless Indemnitee against all Expenses actually and reasonably incurred by Indemnitee or on Indemnitee’s behalf in connection with each successfully resolved claim, issue or matter. If Indemnitee is not wholly successful in such Proceeding, then the Company also shall indemnify and hold harmless Indemnitee against all Expenses reasonably incurred in connection with a claim, issue or matter related to any claim, issue, or matter on which Indemnitee was successful. For purposes of this Section 5 and without limitation, the termination of any claim, issue or matter in such a Proceeding by dismissal, with or without prejudice, shall be deemed to be a successful result as to such claim, issue or matter.

Section 6. Indemnification for Expenses of a Witness. Notwithstanding any other provision of this Agreement, to the extent that Indemnitee is, by reason of Indemnitee’s Corporate Status, a witness in any Proceeding to which Indemnitee is not a party, Indemnitee shall be indemnified and held harmless against all Expenses actually

and reasonably incurred by Indemnitee or on Indemnitee’s behalf in connection therewith.

Section 7. Additional Indemnification.

(a) Notwithstanding any limitation in Section 3, Section 4 or Section 5, the Company shall indemnify Indemnitee to the fullest extent permitted by applicable law if Indemnitee is a party to or threatened to be made a party to any Proceeding (including a Proceeding by or in the right of the Company to procure a judgment in its favor) against all Expenses, judgments, Fines and amounts paid in settlement actually and reasonably incurred by Indemnitee in connection with the Proceeding.

(b) For purposes of Section 7(a), the meaning of the phrase “to the fullest extent permitted by applicable law” shall include, but not be limited to: to the fullest extent permitted by the provision of the DGCL that authorizes or contemplates additional indemnification by agreement, or the corresponding provision of any amendment to or replacement of the DGCL, and to the fullest extent authorized or permitted by any amendments to or replacements of the DGCL adopted after the date of this Agreement that increase the extent to which a corporation may indemnify its officers and directors.

Section 8. Contribution in the Event of Joint Liability.

(a) To the fullest extent permissible under applicable law, if the indemnification and hold harmless rights provided for in this Agreement are unavailable to Indemnitee in whole or in part for any reason whatsoever, then the Company, in lieu of indemnifying and holding harmless Indemnitee, shall pay, in the first instance, the entire amount incurred by Indemnitee, whether for judgments, liabilities, Fines, penalties, amounts paid or to be paid in settlement and/or for Expenses, in connection with any Proceeding without requiring Indemnitee to contribute to such payment, and the Company hereby waives and relinquishes any right of contribution it may have at any time against Indemnitee.

(b) The Company shall not enter into any settlement of any Proceeding in which the Company is jointly liable with Indemnitee (or would be if joined in such Proceeding) unless such settlement provides for a full and final release of all claims asserted against Indemnitee.

(c) The Company hereby agrees to fully indemnify and hold harmless Indemnitee from any claims for contribution which may be brought by officers, directors or employees of the Company other than Indemnitee who may be jointly liable with Indemnitee.

Section 9. Exclusions. Notwithstanding any provision in this Agreement, the Company shall not be obligated under this Agreement to make any indemnity payment:

(a) in connection with any claim made against Indemnitee for which payment has actually been received by or on behalf of Indemnitee under any insurance policy or other indemnity provision, except with respect to any excess beyond the amount actually received under any insurance policy, contract, agreement, other indemnity provision or otherwise; or

(b) in connection with any claim made against Indemnitee for (i) an accounting of profits made from the purchase and sale (or sale and purchase) by Indemnitee of securities of the Company within the meaning of Section 16(b) of the Exchange Act or similar provisions of state statutory law or common law, or (ii) any reimbursement of the Company by Indemnitee of any bonus or other incentive−based or equity−based compensation or of any profits realized by Indemnitee from the sale of securities of the Company, as required in each case under the Exchange Act (including any such reimbursements that arise from an accounting restatement of the Company pursuant to Section 304 of the Sarbanes−Oxley Act of 2002 (the “Sarbanes−Oxley Act”) or Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act; or the payment to the Company of profits arising from the purchase and sale by Indemnitee of securities in violation of Section 306 of the Sarbanes−Oxley Act),

(c) if a final decision by a court of competent jurisdiction determines that such indemnification is prohibited by applicable law; or

(d) except as otherwise provided in Section 14(e), in connection with any Proceeding (or any part of any Proceeding) initiated by Indemnitee, including any Proceeding (or any part of any Proceeding) initiated by Indemnitee against the Company or its directors, officers, employees or other indemnitees, unless (i) the Board authorized the Proceeding (or any part of any Proceeding) prior to its initiation or (ii) the Company provides the indemnification, in its sole discretion, pursuant to the powers vested in the Company under applicable law.

Section 10. Advances of Expenses; Defense of Claim.

(a) Notwithstanding any provision of this Agreement to the contrary, and to the fullest extent not prohibited by applicable law, the Company shall advance the Expenses reasonably incurred by Indemnitee in connection with any Proceeding within ten (10) days after the receipt by the Company of a statement or statements requesting such advances from time to time. Requests shall include invoices received by Indemnitee in connection with such expenses but, in the case of invoices in connection with legal services, any references to legal work performed or to expenditures made that would cause Indemnitee to waive any privilege accorded by applicable law shall not be included with the invoice. Advances shall be unsecured and interest free. Advances shall be made without regard to Indemnitee’s ability to repay the Expenses and without regard to Indemnitee’s ultimate entitlement to indemnification under the other provisions of this Agreement. Advances shall include any and all reasonable Expenses incurred pursuing a Proceeding to enforce this right of advancement. Indemnitee shall qualify for Advances, to the fullest extent permitted by applicable law, solely upon the execution and delivery

to the Company of an undertaking providing that Indemnitee undertakes to repay the advance to the extent that it is ultimately determined that Indemnitee is not entitled to be indemnified by the Company under the provisions of this Agreement, the Certificate of Incorporation, the By−laws, applicable law or otherwise. This Section 10(a) shall not apply to any claim made by Indemnitee for which indemnity is excluded pursuant to Section 9.

(b) The Company will be entitled to participate in the Proceeding at its own expense.

(c) The Company shall not settle any action, claim or Proceeding (in whole or in part) that would impose any Expense, judgment, Fine, penalty or limitation on Indemnitee without Indemnitee’s prior written consent, which consent may not be unreasonably withheld.

Section 11. Procedure for Notification and Application for Indemnification.

(a) Indemnitee shall notify promptly the Company in writing upon being served with any summons, citation, subpoena, complaint, indictment, information or other document relating to any Proceeding or matter that may be subject to indemnification or advancement of Expenses covered hereunder. The failure of Indemnitee to so notify the Company shall not relieve the Company of any obligation that it may have to Indemnitee under this Agreement, or otherwise, unless the Company’s ability to participate in the defense of such claim was materially and adversely affected by such failure. Indemnitee may deliver to the Company a written application to indemnify and hold harmless Indemnitee in accordance with this Agreement. Such application(s) may be delivered from time to time and at such time(s) as Indemnitee deems appropriate in Indemnitee’s sole discretion. Following such a written application for indemnification by Indemnitee, Indemnitee’s entitlement to indemnification shall be determined according to Section 12(a).

Section 12. Procedure upon Application for Indemnification.

(a) A determination, if required by applicable law, with respect to Indemnitee’s entitlement to indemnification shall be made in the specific case by one of the following methods, which, in connection with a Change in Control, shall be at the election of Indemnitee: (i) by a majority vote of the Disinterested Directors, even though less than a quorum of the Board, or (ii) by Independent Counsel in a written opinion to the Board, a copy of which shall be delivered to Indemnitee. The Company promptly will advise Indemnitee in writing with respect to any determination that Indemnitee is or is not entitled to indemnification, including a description of any reason or basis for which indemnification has been denied. If it is so determined that Indemnitee is entitled to indemnification, then payment to Indemnitee shall be made within ten (10) days after such determination. Indemnitee shall reasonably cooperate with the person, persons or entity making such determination with respect to Indemnitee’s entitlement to indemnification, including providing to such person, persons or entity upon reasonable

advance request any documentation or information which is not privileged or otherwise protected from disclosure and which is reasonably available to Indemnitee and reasonably necessary to such determination. Any costs or Expenses (including attorneys’ fees and disbursements) incurred by Indemnitee in so cooperating with the person, persons or entity making such determination shall be borne by the Company (irrespective of the determination as to Indemnitee’s entitlement to indemnification) and the Company hereby indemnifies and agrees to hold Indemnitee harmless therefrom.

(b) In the event the determination of entitlement to indemnification is to be made by Independent Counsel pursuant to Section 12(a), the Independent Counsel shall be selected as provided in this Section 12(b). The Independent Counsel shall be selected by Indemnitee (unless Indemnitee shall request that such selection be made by the Board), and Indemnitee shall give written notice to the Company advising it of the identity of the Independent Counsel so selected and certifying that the Independent Counsel so selected meets the requirements of “Independent Counsel” as defined in Section 2. If the Independent Counsel is selected by the Board, then the Company shall give written notice to Indemnitee advising Indemnitee of the identity of the Independent Counsel so selected and certifying that the Independent Counsel so selected meets the requirements of “Independent Counsel” as defined in Section 2. In either event, Indemnitee or the Company, as the case may be, may, within ten (10) days after such written notice of selection shall have been received, deliver to the Company or to Indemnitee, as the case may be, a written objection to such selection; provided, however, that such objection may be asserted only on the ground that the Independent Counsel so selected does not meet the requirements of “Independent Counsel” as defined in Section 2, and the objection shall set forth with particularity the factual basis of such assertion. Absent a proper and timely objection, the person so selected shall act as Independent Counsel. If such written objection is so made and substantiated, then the Independent Counsel so selected may not serve as Independent Counsel unless and until such objection is withdrawn or a court of competent jurisdiction has determined that such objection is without merit. If, within twenty (20) days after submission by Indemnitee of a written request for indemnification pursuant to Section 11(b), no Independent Counsel shall have been selected and not objected to, then either the Company or Indemnitee may petition the Delaware Court for resolution of any objection which shall have been made by the Company or Indemnitee to the other’s selection of Independent Counsel and/or for the appointment as Independent Counsel of a person selected by the Delaware Court, and the person with respect to whom all objections are so resolved or the person so appointed shall act as Independent Counsel under Section 12(a). Upon the due commencement of any judicial proceeding or arbitration pursuant to Section 14(a), Independent Counsel shall be discharged and relieved of any further responsibility in such capacity (subject to the applicable standards of professional conduct then prevailing).

(c) The Company agrees to pay the reasonable fees and expenses of Independent Counsel and to fully indemnify and hold harmless such Independent Counsel against any and all Expenses, claims, liabilities and damages arising out of or relating to this Agreement or its engagement pursuant hereto.

Section 13. Presumptions and Effect of Certain Proceedings.

(a) In making a determination with respect to entitlement to indemnification hereunder, the person, persons or entity making such determination shall presume that Indemnitee is entitled to indemnification under this Agreement if Indemnitee has submitted a request for indemnification in accordance with Section 11, and the Company shall have the burden of proof to overcome that presumption in connection with the making by any person, persons or entity of any determination contrary to that presumption. Neither the failure of the Company (including by its directors or Independent Counsel) to have made a determination prior to the commencement of any action pursuant to this Agreement that indemnification is proper in the circumstances because Indemnitee has met the applicable standard of conduct, nor an actual determination by the Company (including by its directors or Independent Counsel) that Indemnitee has not met such applicable standard of conduct, shall be a defense to the action or create a presumption that Indemnitee has not met the applicable standard of conduct.

(b) If the person, persons or entity empowered or selected under Section 12 to determine whether Indemnitee is entitled to indemnification shall not have made a determination within thirty (30) days after receipt by the Company of the request therefor, then the requisite determination of entitlement to indemnification shall be deemed to have been made and Indemnitee shall be entitled to such indemnification, absent (i) a misstatement by Indemnitee of a material fact, or an omission of a material fact necessary to make Indemnitee’s statement not materially misleading, in connection with the request for indemnification, or (ii) a final judicial determination that any or all such indemnification is expressly prohibited under applicable law; provided, however, that such thirty (30) day period may be extended for a reasonable time, not to exceed an additional fifteen (15) days, if the person, persons or entity making the determination with respect to entitlement to indemnification in good faith requires such additional time for the obtaining or evaluating of documentation and/or information relating thereto.

(c) The termination of any Proceeding or of any claim, issue or matter therein, by judgment, order, settlement or conviction, or upon a plea of nolo contendere or its equivalent, shall not (except as otherwise expressly provided in this Agreement) of itself adversely affect the right of Indemnitee to indemnification or create a presumption that Indemnitee did not act in good faith and in a manner which Indemnitee reasonably believed to be in or not opposed to the best interests of the Company or, with respect to any criminal Proceeding, that Indemnitee had reasonable cause to believe that Indemnitee’s conduct was unlawful.

(d) For purposes of any determination of good faith, Indemnitee shall be deemed to have acted in good faith if Indemnitee’s action is based on the records or books of account of the Enterprise, including financial statements, or on information supplied to Indemnitee by the directors or officers of the Enterprise in the course of their duties, or on the advice of legal counsel for the Enterprise, its Board, any committee of

the Board or any director, or on information or records given or reports made to the Enterprise, its Board, any committee of the Board or any director, by an independent certified public accountant or by an appraiser or other expert selected by the Enterprise, its Board, any committee of the Board or any director. The provisions of this Section 13(d) shall not be deemed to be exclusive or to limit in any way the other circumstances in which Indemnitee may be deemed or found to have met the applicable standard of conduct set forth in this Agreement.

(e) The knowledge and/or actions, or failure to act, of any other director, officer, trustee, partner, managing member, fiduciary, agent or employee of the Enterprise shall not be imputed to Indemnitee for purposes of determining the right to indemnification under this Agreement.

Section 14. Remedies of Indemnitee.

(a) In the event that (i) a determination is made pursuant to Section 12 that Indemnitee is not entitled to indemnification under this Agreement, (ii) advancement of Expenses, to the fullest extent permitted by applicable law, is not timely made pursuant to Section 10, (iii) no determination of entitlement to indemnification shall have been made pursuant to Section 12(a) within the time period required under Section 13(b), (iv) payment of indemnification is not made pursuant to Section 5, Section 6 or Section 7 or the last sentence of Section 12(a) within ten (10) days after receipt by the Company of a written request therefor, (v) a contribution payment is not made in a timely manner pursuant to Section 8, or (vi) payment of indemnification pursuant to Section 3 or Section 4 is not made within ten (10) days after a determination has been made that Indemnitee is entitled to indemnification, Indemnitee shall be entitled to an adjudication by the Delaware Court to such indemnification, contribution or advancement of Expenses. Alternatively, Indemnitee, at Indemnitee’s option, may seek an award in arbitration to be conducted by a single arbitrator pursuant to the Commercial Arbitration Rules of the American Arbitration Association. Except as set forth herein, the provisions of Delaware law (without regard to its conflict of laws rules) shall apply to any such arbitration. The Company shall not oppose Indemnitee’s right to seek any such adjudication or award in arbitration.

(b) In the event that a determination shall have been made pursuant to Section 12(a) that Indemnitee is not entitled to indemnification, any judicial proceeding or arbitration commenced pursuant to this Section 14 shall be conducted in all respects as a de novo trial, or arbitration, on the merits and Indemnitee shall not be prejudiced by reason of that adverse determination. In any judicial proceeding or arbitration commenced pursuant to this Section 14, Indemnitee shall be presumed to be entitled to indemnification under this Agreement and the Company shall have the burden of proving Indemnitee is not entitled to indemnification or advancement of Expenses, as the case may be, and the Company may not refer to or introduce into evidence any determination pursuant to Section 12(a) adverse to Indemnitee for any purpose. If Indemnitee commences a judicial proceeding or arbitration pursuant to this Section 14, then

Indemnitee shall not be required to reimburse the Company for any advances pursuant to Section 10 until a final determination is made with respect to Indemnitee’s entitlement to indemnification (as to which all rights of appeal have been exhausted or lapsed).

(c) If a determination shall have been made pursuant to Section 12(a) that Indemnitee is entitled to indemnification, then the Company shall be bound by such determination in any judicial proceeding or arbitration commenced pursuant to this Section 14, absent (i) a misstatement by Indemnitee of a material fact, or an omission of a material fact necessary to make Indemnitee’s statement not materially misleading, in connection with the request for indemnification, or (ii) a prohibition of such indemnification under applicable law.

(d) The Company shall be precluded from asserting in any judicial proceeding or arbitration commenced pursuant to this Section 14 that the procedures and presumptions of this Agreement are not valid, binding and enforceable and shall stipulate in any such court or before any such arbitrator that the Company is bound by all the provisions of this Agreement. The Company shall indemnify and hold harmless Indemnitee to the fullest extent permitted by law against all Expenses and, if requested by Indemnitee, shall (within ten (10) days after the Company’s receipt of such written request) advance to Indemnitee, to the fullest extent permitted by applicable law, such Expenses that are incurred by Indemnitee in connection with any judicial proceeding or arbitration brought by Indemnitee (i) to enforce Indemnitee’s rights under, or to recover damages for breach of, this Agreement or any other indemnification, advancement or contribution agreement or provision of the Certificate of Incorporation or the By−laws now or hereafter in effect; or (ii) for recovery or advances under any insurance policy maintained by any person for the benefit of Indemnitee, regardless of whether Indemnitee ultimately is determined to be entitled to such indemnification, advance, contribution or insurance recovery, as the case may be.

(e) Notwithstanding anything in this Agreement to the contrary, no determination as to entitlement to indemnification under this Agreement shall be required to be made prior to the final disposition of the Proceeding.

Section 15. Non−-Exclusivity; Survival of Rights; Insurance; Subrogation.

(a) The rights of indemnification and to receive advancement of Expenses as provided by this Agreement shall not be deemed exclusive of any other rights to which Indemnitee may at any time be entitled under applicable law, the Certificate of Incorporation, the By-laws, any agreement, a vote of members or a resolution of directors, or otherwise. No amendment, alteration or repeal of this Agreement or of any provision hereof shall limit or restrict any right of Indemnitee under this Agreement in respect of any action taken or omitted by such Indemnitee in Indemnitee’s Corporate Status prior to such amendment, alteration or repeal. To the extent that a change in applicable law, whether by statute or judicial decision, permits greater indemnification or advancement of Expenses than would be afforded currently under the Certificate of Incorporation, the By-laws or this Agreement, it is the intent of the parties hereto that

Indemnitee shall enjoy by this Agreement the greater benefits so afforded by such change. No right or remedy herein conferred is intended to be exclusive of any other right or remedy, and every other right and remedy shall be cumulative and in addition to every other right and remedy given hereunder or now or hereafter existing at law or in equity or otherwise. The assertion or employment of any right or remedy hereunder, or otherwise, shall not prevent the concurrent assertion or employment of any other right or remedy.

(b) The DGCL and the By-laws permit the Company to purchase and maintain insurance or furnish similar protection or make other arrangements (“Indemnification Arrangements”) on behalf of Indemnitee against any liability asserted against Indemnitee or incurred by or on behalf of Indemnitee or in such capacity as a director, officer, employee or agent of the Company, or arising out of Indemnitee’s status as such, whether or not the Company would have the power to indemnify Indemnitee against such liability under the provisions of this Agreement or under the DGCL, as it may then be in effect. The purchase, establishment, and maintenance of any such Indemnification Arrangement shall not in any way limit or affect the rights and obligations of the Company or of Indemnitee under this Agreement except as expressly provided herein, and the execution and delivery of this Agreement by the Company and Indemnitee shall not in any way limit or affect the rights and obligations of the Company or the other party or parties thereto under any such Indemnification Arrangement.

(c) To the extent that the Company maintains an insurance policy or policies providing liability insurance for directors, officers, trustees, partners, managing members, fiduciaries, employees, or agents of the Company or of any other Enterprise which such person serves at the request of the Company, Indemnitee shall be covered by such policy or policies in accordance with its or their terms to the maximum extent of the coverage available for any such director, officer, trustee, partner, managing member, fiduciary, employee or agent under such policy or policies. If, at the time the Company receives notice from any source of a Proceeding as to which Indemnitee is a party or a participant (as a witness or otherwise), the Company has director and officer liability insurance in effect, then the Company shall give prompt notice of such Proceeding to the insurers in accordance with the procedures set forth in the respective policies. The Company shall thereafter take all necessary or desirable action to cause such insurers to pay, on behalf of Indemnitee, all amounts payable as a result of such Proceeding in accordance with the terms of such policies.

(d) In the event of any payment under this Agreement, the Company shall be subrogated to the extent of such payment to all of the rights of recovery of Indemnitee, who shall execute all papers required and take all action necessary to secure such rights, including execution of such documents as are necessary to enable the Company to bring suit to enforce such rights.

(e) The Company’s obligation to indemnify or advance Expenses hereunder to Indemnitee who is or was serving at the request of the Company as a director, officer, trustee, partner, managing member, fiduciary, employee or agent of any other Enterprise

shall be reduced by any amount Indemnitee has actually received as indemnification or advancement of expenses from such Enterprise.

Section 16. Duration of Agreement. All agreements and obligations of the Company contained herein shall continue during the period Indemnitee serves as a director or officer of the Company or as a director, officer, trustee, partner, managing member, fiduciary, employee or agent of any other corporation, limited liability company, partnership, joint venture, trust, employee benefit plan or other Enterprise which Indemnitee serves at the request of the Company and shall continue thereafter so long as Indemnitee shall be subject to any possible Proceeding (including any rights of appeal thereto and any Proceeding commenced by Indemnitee pursuant to Section 14) by reason of Indemnitee’s Corporate Status, whether or not Indemnitee is acting in any such capacity at the time any liability or expense is incurred for which indemnification can be provided under this Agreement.

Section 17. Severability. If any provision or provisions of this Agreement shall be held to be invalid, illegal or unenforceable for any reason whatsoever: (a) the validity, legality and enforceability of the remaining provisions of this Agreement (including, without limitation, each portion of any Section, paragraph or sentence of this Agreement containing any such provision held to be invalid, illegal or unenforceable, that is not itself invalid, illegal or unenforceable) shall not in any way be affected or impaired thereby and shall remain enforceable to the fullest extent permitted by law; (b) such provision or provisions shall be deemed reformed to the extent necessary to conform to applicable law and to give the maximum effect to the intent of the parties hereto; and (c) to the fullest extent possible, the provisions of this Agreement (including, without limitation, each portion of any Section, paragraph or sentence of this Agreement containing any such provision held to be invalid, illegal or unenforceable, that is not itself invalid, illegal or unenforceable) shall be construed so as to give effect to the intent manifested thereby.

Section 18. Enforcement and Binding Effect.

(a) The Company expressly confirms and agrees that it has entered into this Agreement and assumed the obligations imposed on it hereby in order to induce Indemnitee to serve and/or continue to serve as a director or officer of the Company, and the Company acknowledges that Indemnitee is relying upon this Agreement in serving as a director or officer of the Company.

(b) Without limiting any of the rights of Indemnitee under the Certificate of Incorporation or By−laws as they may be amended from time to time, this Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements and understandings, oral, written and implied, between the parties hereto with respect to the subject matter hereof.

(c) The rights to be indemnified and to receive contribution and advancement of Expenses provided by or granted Indemnitee pursuant to this Agreement shall apply to

Indemnitee’s service as an officer, director, employee or agent of the Company prior to the date of this Agreement.

(d) The indemnification and advancement of Expenses provided by or granted pursuant to this Agreement shall be binding upon and be enforceable by the parties hereto and their respective successors and assigns (including any direct or indirect successor by purchase, merger, consolidation or otherwise to all or substantially all of the business or assets of the Company), shall continue as to an Indemnitee who has ceased to be a director, officer, employee or agent of the Company or of any other Enterprise at the Company’s request, and shall inure to the benefit of Indemnitee and Indemnitee’s spouse, assigns, heirs, devisees, executors and administrators and other legal representatives.

(e) The Company shall require and cause any successor (whether direct or indirect by purchase, merger, consolidation or otherwise) to all, substantially all or a substantial part, of the business or assets of the Company, by written agreement in form and substance satisfactory to Indemnitee, expressly to assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform if no such succession had taken place.

(f) The Company and Indemnitee agree herein that a monetary remedy for breach of this Agreement, at some later date, may be inadequate, impracticable and difficult of proof, and further agree that such breach may cause Indemnitee irreparable harm. Accordingly, the parties hereto agree that Indemnitee may enforce this Agreement by seeking injunctive relief and/or specific performance hereof, without any necessity of showing actual damage or irreparable harm and that by seeking injunctive relief and/or specific performance, Indemnitee shall not be precluded from seeking or obtaining any other relief to which Indemnitee may be entitled. The Company and Indemnitee further agree that Indemnitee shall be entitled to such specific performance and injunctive relief, including temporary restraining orders, preliminary injunctions and permanent injunctions, without the necessity of posting bonds or other undertaking in connection therewith. The Company acknowledges that in the absence of a waiver, a bond or undertaking may be required of Indemnitee by the Delaware Court, and the Company hereby waives any such requirement of such a bond or undertaking.

Section 19. Modification and Waiver. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing by the parties hereto. No waiver of any of the provisions of this Agreement shall be deemed or shall constitute a waiver of any other provisions of this Agreement nor shall any waiver constitute a continuing waiver.

Section 20. Notices. All notices, requests, demands and other communications under this Agreement shall be in writing and shall be deemed to have been duly given if (i) delivered by hand to the party to whom said notice or other communication shall have been directed, or (ii) mailed by certified or registered mail with postage prepaid, on the third business day after the date on which it is so mailed:

(a) If to Indemnitee, at the address indicated on the signature page of this Agreement, or such other address as Indemnitee shall provide in writing to the Company.

(b) If to the Company to United Insurance Holdings Corp., 800 2nd Avenue South, St. Petersburg, Florida 33701, Facsimile No.: (727)-895-8623, Attn: Chief Financial Officer, or to such other address as the Company shall provide in writing to Indemnitee.

Section 21. Applicable Law and Consent to Jurisdiction. This Agreement and the legal relations among the parties shall be governed by, and construed and enforced in accordance with, the laws of the State of Delaware, without regard to its conflict of laws rules. Except with respect to any arbitration commenced by Indemnitee pursuant to Section 14(a), the Company and Indemnitee hereby irrevocably and unconditionally: (a) agree that any action or proceeding arising out of or in connection with this Agreement shall be brought only in the Delaware Court, and not in any other state or federal court in the United States of America or any court in any other country; (b) consent to submit to the exclusive jurisdiction of the Delaware Court for purposes of any action or proceeding arising out of or in connection with this Agreement; (c) appoint irrevocably, to the extent such party is not a resident of the State of Delaware, National Registered Agents, 160 Greentree Drive, Suite 101, Dover Delaware 19904 as such party’s agent for acceptance of legal process in connection with any such action or proceeding against such party with the same legal force and validity as if served upon such party personally within the State of Delaware; (d) waive any objection to the laying of venue of any such action or proceeding in the Delaware Court; and (e) waive, and agree not to plead or to make, any claim that any such action or proceeding brought in the Delaware Court has been brought in an improper or inconvenient forum, or is subject (in whole or in part) to a jury trial.

Section 22. Identical Counterparts. This Agreement may be executed in one or more counterparts, each of which shall for all purposes be deemed to be an original but all of which together shall constitute one and the same Agreement. Only one such counterpart signed by the party against whom enforceability is sought needs to be produced to evidence the existence of this Agreement.

Section 23. Miscellaneous. The headings of the paragraphs of this Agreement are inserted for convenience only and shall not be deemed to constitute part of this Agreement or to affect the construction thereof.

[Signature Page follows]

IN WITNESS WHEREOF, the parties have duly executed and delivered this Indemnification Agreement as of the day and year first written above.

UNITED INSURANCE HOLDINGS CORP.

By:

Name: B. Bradford Martz

Title: President and Chief Financial Officer

INDEMNITEE

By:

Name:

Address

EXHIBIT A

UNDERTAKING TO REPAY ADVANCEMENT OF EXPENSES

[DATE]

United Insurance Holdings Corp.

360 Central Avenue, Suite 900

St. Petersburg, Florida 33701

Attn: Chief Financial Officer

Re: Undertaking to Repay Advancement of Expenses.

Ladies and Gentlemen:

This undertaking is being provided pursuant to that certain Indemnification Agreement, dated [DATE], by and between United Insurance Holdings Corp., a Delaware corporation (the "Company"), and the undersigned as Indemnitee (the "Indemnification Agreement"). Terms used herein and not otherwise defined shall have the meanings ascribed to them in the Indemnification Agreement. Pursuant to the Indemnification Agreement, among other things, I am entitled to the advancement of Expenses paid or incurred in connection with Claims relating to Indemnifiable Events.

I have become subject to [DESCRIPTION OF PROCEEDING] (the Proceeding) based on my status as [an officer/[TITLE OF OFFICER]/a director] of the Company/alleged actions or failures to act in my capacity as [an officer/[TITLE OF OFFICER]/a director] of the Company.

Pursuant to Section 10 of the Indemnification Agreement, the Company can advance funds in an amount sufficient to pay such Expenses, or reimburse me for such Expenses. Pursuant to Section 10 of the Indemnification Agreement, I hereby request an Expense Advance in connection with the Proceeding. The Expenses for which advances are requested are as follows, and the relevant invoices are attached to this request:

[DESCRIPTION OF EXPENSES]

In connection with the request for Expense Advances set out above, I hereby undertake to repay any amounts paid, advanced or reimbursed by the Company for such Expense Advances to the extent that it is ultimately determined that I am not entitled to indemnification under the Indemnification Agreement.

This undertaking shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to the principles of conflicts of laws thereof.

Very truly yours,

EXHIBIT 31.1

CERTIFICATIONS PURSUANT TO SECTION 302 OF THE

SARBANES-OXLEY ACT

I, R. Daniel Peed, certify that:

1. I have reviewed this Form 10-Q of United Insurance Holdings Corp.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15(d)-15(f)) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.


/s/ R. Daniel Peed

R. Daniel Peed Chief Executive Officer (principal executive officer)

November 6, 2020

EXHIBIT 31.2

CERTIFICATIONS PURSUANT TO SECTION 302 OF THE

SARBANES-OXLEY ACT

I, B. Bradford Martz, certify that:

1. I have reviewed this Form 10-Q of United Insurance Holdings Corp.;

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.


/s/ B. Bradford Martz

B. Bradford Martz President and Chief Financial Officer (principal financial officer and principal accounting officer)

November 6, 2020

EXHIBIT 32.1

CERTIFICATION PURSUANT TO SECTION 906 OF THE

SARBANES-OXLEY ACT

In connection with the Form 10-Q of United Insurance Holdings Corp. for the year ended September 30, 2020, as filed with the Securities and Exchange Commission (the Report), I, R. Daniel Peed, the Chief Executive Officer (principal executive officer) of United Insurance Holdings Corp. hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of United Insurance Holdings Corp.


By:	/s/ R. Daniel Peed

R. Daniel Peed Chief Executive Officer (principal executive officer)		November 6, 2020

EXHIBIT 32.2

CERTIFICATION PURSUANT TO SECTION 906 OF THE

SARBANES-OXLEY ACT

In connection with the Form 10-Q of United Insurance Holdings Corp. for the year ended September 30, 2020, as filed with the Securities and Exchange Commission (the Report), I, B. Bradford Martz, the Chief Financial Officer (principal financial officer and principal accounting officer) of United Insurance Holdings Corp. hereby certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of United Insurance Holdings Corp.


By:	/s/ B. Bradford Martz

B. Bradford Martz President and Chief Financial Officer (principal financial officer and principal accounting officer)		November 6, 2020