HCI Group, Inc. 8-K

What Happened
HCI Group disclosed that its majority‑owned subsidiary, Exzeo Group, Inc., entered into an Executive Employment Agreement with Paresh S. Patel (who is also HCI’s CEO). The agreement was executed on December 9, 2025, effective January 1, 2026, and sets a base salary of $950,000 per year and standard bonus opportunities. On December 19, 2025, Exzeo awarded Mr. Patel a cash bonus of $3,750,000 to be paid before December 31, 2025. Separately, on December 18, 2025, Mr. Patel adopted a Rule 10b5‑1 trading plan to acquire up to 100,000 shares or $2 million of Exzeo common stock through December 18, 2026.

Key Details

• Employment agreement executed Dec 9, 2025; effective Jan 1, 2026; base salary $950,000/year.
• $3,750,000 cash bonus awarded Dec 19, 2025 and payable before Dec 31, 2025.
• Severance: if terminated for "Cause," or if Mr. Patel leaves for "Good Reason," or within 180 days after a Change of Control, he is entitled to 12 months’ base salary paid over 12 months in exchange for a full release of claims.
• Contract includes customary confidentiality, non‑solicit and a two‑year post‑employment U.S. non‑compete.
• 10b5‑1 plan entered Dec 18, 2025 to buy up to 100,000 shares or $2M of Exzeo stock; purchases will be reported on Form 4s.

Why It Matters
This filing signals Exzeo’s move to secure long‑term leadership by retaining Paresh Patel with a formal employment contract and compensatory arrangements — including an immediate $3.75M cash outlay. For investors, the items affect near‑term cash use at Exzeo (and potentially HCI as parent) and clarify post‑employment protections and incentives for the CEO. The 10b5‑1 plan indicates Mr. Patel may increase his stake in Exzeo over the next year; any purchases will be publicly reported. The full employment agreement is attached as Exhibit 99.1 to the 8‑K for further detail.