itic-20260331

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 March 31, 2026


☐			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: 0-11774

INVESTORS TITLE COMPANY

(Exact name of registrant as specified in its charter)

North Carolina

56-1110199

(State of incorporation)

(I.R.S. Employer Identification No.)

121 North Columbia Street, Chapel Hill, North Carolina 27514

(Address of principal executive offices) (Zip Code)

(919) 968-2200

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common Stock, no par value

ITIC

The Nasdaq Stock Market LLC

Rights to Purchase Series A Junior Participating Preferred Stock

The 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 (Section 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 not 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 ☒

As of April 27, 2026, there were 1,887,996 common shares of the registrant outstanding.

INVESTORS TITLE COMPANY

AND SUBSIDIARIES

INDEX


PART I.	FINANCIAL INFORMATION

Item 1.	Financial Statements (unaudited):

	Consolidated Balance Sheets as of March 31, 2026 and December 31, 2025	1

	Consolidated Statements of Operations For the Three Months Ended March 31, 2026 and 2025	2

	Consolidated Statements of Comprehensive Income For the Three Months Ended March 31, 2026 and 2025	3

	Consolidated Statements of Stockholders’ Equity For the Three Months Ended March 31, 2026 and 2025	4

	Consolidated Statements of Cash Flows For the Three Months Ended March 31, 2026 and 2025	5

	Notes to Consolidated Financial Statements	7

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	23

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	35

Item 4.	Controls and Procedures	35

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings	36

Item 1A.	Risk Factors	36

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	36

Item 3.	Defaults Upon Senior Securities	36

Item 4.	Mine Safety Disclosures	36

Item 5.	Other Information	36

Item 6.	Exhibits	37

SIGNATURE		38

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Investors Title Company and Subsidiaries

Consolidated Balance Sheets

As of March 31, 2026 and December 31, 2025

(in thousands)

(unaudited)


	March 31, 2026		December 31, 2025
Assets
Cash and cash equivalents	$	26,703	$	20,838
Investments:
Fixed maturity securities, available-for-sale, at fair value (amortized cost: March 31, 2026: $117,028; December 31, 2025: $116,852)	117,337		118,116
Equity securities, at fair value (cost: March 31, 2026: $33,048; December 31, 2025: $28,575)	46,361		41,481
Short-term investments	58,437		68,763
Other investments	22,605		23,446
Total investments	244,740		251,806

Premiums and fees receivable	17,495		17,126
Accrued interest and dividends	1,605		1,476
Prepaid expenses and other receivables	9,432		9,387
Property, net	29,569		29,397
Goodwill and other intangible assets, net	20,879		20,940
Lease assets	8,392		7,784
Other assets	2,729		2,706
Current income taxes recoverable	—		1,678
Total Assets	$	361,544	$	363,138

Liabilities and Stockholders’ Equity
Liabilities:
Reserve for claims	$	37,894	$	38,092
Accounts payable and accrued liabilities	35,128		41,525
Lease liabilities	8,691		8,050
Current income taxes payable	660		—
Deferred income taxes, net	6,281		7,171
Total liabilities	88,654		94,838

Commitments and Contingencies	—		—

Stockholders’ Equity:
Preferred stock (1,000 authorized shares; no shares issued)	—		—
Common stock – no par value (10,000 authorized shares; 1,888 and 1,888 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively, excluding in each period 292 shares of common stock held by the Company)	—		—
Retained earnings	272,527		267,209
Accumulated other comprehensive income	363		1,091
Total stockholders' equity	272,890		268,300
Total Liabilities and Stockholders’ Equity	$	361,544	$	363,138

Refer to notes to the Consolidated Financial Statements.

Investors Title Company and Subsidiaries

Consolidated Statements of Operations

For the Three Months Ended March 31, 2026 and 2025

(in thousands, except per share amounts)

(unaudited)


	Three Months Ended March 31,
	2026		2025
Revenues:
Net premiums written	$	50,946	$	46,345
Escrow and other title-related fees	5,040		3,892
Non-title services	4,369		4,609
Interest and dividends	2,288		2,339
Other investment income	664		410
Net investment gains (losses)	524		(1,179)
Other	182		149
Total Revenues	64,013		56,565

Operating Expenses:
Commissions to agents	27,452		24,857
Provision for claims	472		323
Personnel expenses	19,026		18,334
Office and technology expenses	4,510		4,540
Other expenses	4,838		4,458
Total Operating Expenses	56,298		52,512

Income before Income Taxes	7,715		4,053

Provision for Income Taxes	1,648		882

Net Income	$	6,067	$	3,171

Basic Earnings per Common Share	$	3.21	$	1.68

Weighted Average Shares Outstanding – Basic	1,888		1,886

Diluted Earnings per Common Share	$	3.20	$	1.67

Weighted Average Shares Outstanding – Diluted	1,894		1,895

Refer to notes to the Consolidated Financial Statements.

Investors Title Company and Subsidiaries

Consolidated Statements of Comprehensive Income

For the Three Months Ended March 31, 2026 and 2025

(in thousands)

(unaudited)


	Three Months Ended March 31,
	2026		2025
Net income	$	6,067	$	3,171
Other comprehensive (loss) income, before income tax:
Accumulated postretirement expense obligation adjustment	28		71
Net unrealized (losses) gains on investments arising during the period	(921)		225
Reclassification adjustment for sale of securities included in net income	(34)		(3)
Other comprehensive (loss) income, before income tax	(927)		293
Income tax expense related to postretirement health benefits	6		15
Income tax (benefit) expense related to net unrealized (losses) gains on investments arising during the period	(199)		48
Income tax benefit related to reclassification adjustment for sale of securities included in net income	(6)		—
Net income tax (benefit) expense on other comprehensive (loss) income	(199)		63
Other comprehensive (loss) income	(728)		230
Comprehensive Income	$	5,339	$	3,401

Refer to notes to the Consolidated Financial Statements.

Investors Title Company and Subsidiaries

Consolidated Statements of Stockholders’ Equity

For the Three Months Ended March 31, 2026 and 2025

(in thousands, except per share amounts)

(unaudited)


	Common Stock			Retained Earnings		Accumulated Other Comprehensive Income		Total Stockholders’ Equity
	Shares	Amount
Balance, December 31, 2024	1,886	$	—	$	251,418	$	355	$	251,773
Net income				3,171				3,171
Dividends paid ($0.46 per share)				(868)				(868)
Share-based compensation expense related to stock appreciation rights				106				106
Accumulated postretirement expense obligation adjustment						56		56
Net unrealized gain on investments						174		174
Balance, March 31, 2025	1,886	$	—	$	253,827	$	585	$	254,412

Balance, December 31, 2025	1,888	$	—	$	267,209	$	1,091	$	268,300
Net income				6,067				6,067
Dividends paid ($0.46 per share)				(867)				(867)
Share-based compensation expense related to stock appreciation rights				118				118
Accumulated postretirement expense obligation adjustment						22		22
Net unrealized loss on investments						(750)		(750)
Balance, March 31, 2026	1,888	$	—	$	272,527	$	363	$	272,890

Refer to notes to the Consolidated Financial Statements.

Investors Title Company and Subsidiaries

Consolidated Statements of Cash Flows

For the Three Months Ended March 31, 2026 and 2025

(in thousands)

(unaudited)


`	Three Months Ended March 31,
	2026	2025
Operating Activities