UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 58, 2025

Bowhead Specialty Holdings Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-42111	87-1433334
(State or other jurisdictionof incorporation)	(Commission File Number)	(IRS Employer Identification No.)
	452 Fifth AvenueNew York, New York 10018
	(Address of principal executive offices)
	(212) 970-0269
	(Registrant’s telephone number, including area code)

452 Fifth Avenue

New York, New York 10018

(Address of principal executive offices)

(212) 970-0269

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

£☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

£☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

£☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

£☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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, par value $0.01 per share	BOW	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 under the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company T☒

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. £☐

Item 28.~~02 Results~~01 Other ~~of Operations and Financial Condition~~Events.

On August 58, 2025, Bowhead Specialty Holdings Inc. (the "“Company"”) ~~issued~~completed aits ~~press~~registered ~~release~~public ~~announcing~~secondary ~~its~~offering ~~financial~~(the ~~results~~“Offering”) ~~for~~of ~~the~~2,000,000 ~~three~~shares ~~months~~of ~~ended~~common ~~June 30~~stock, ~~2025~~par value $0.01 Aper ~~copy~~share (the “Common Stock”), of the ~~press~~Company. ~~release~~The isclosing ~~furnished~~of asthe ~~Exhibit~~Offering ~~99.1~~with respect to ~~this~~the ~~Current~~2,000,000 ~~Report~~shares occurred on ~~Form~~August 8-K, 2025, with gross proceeds to GPC Partners Investments (SPV III) LP (the “Selling Stockholder”) of approximately $61,300,000.

~~Item~~The ~~7.01 Regulation~~Company FDdid ~~Disclosure~~not receive any proceeds from the sale of the shares of Common Stock by the Selling Stockholder.

OnIn ~~August~~connection 5,with ~~2025~~the Offering, the Company ~~made~~entered ~~available~~into toan ~~investors~~Underwriting aAgreement, ~~supplemental~~dated ~~presentation~~August ~~containing~~6, 2025 (the ~~Company's~~“Underwriting ~~results~~Agreement”), ~~for~~by and among the ~~three~~Company, ~~months~~the ~~ended~~Selling ~~June~~Stockholder ~~30,~~and ~~2025~~the Underwriter. ~~This~~ ~~investor~~The ~~presentation~~Underwriting Agreement is ~~furnished~~filed as Exhibit 991.21 hereto and is incorporated by reference herein. The ~~supplemental~~foregoing ~~report~~summary of the Underwriting Agreement does not purport to be complete and is ~~also~~qualified ~~available~~in onits ~~the~~entirety ~~Investors~~by ~~section~~reference ofto the ~~Company's~~full ~~website,~~text ~~free~~ of ~~charge,~~the atUnderwriting ~~https://ir~~Agreement.~~bowheadspecialty.com.~~

The Company has previously filed with the Securities and Exchange Commission (“SEC”) a registration statement (including a prospectus) on Form S-3 (File No. 333-287860) as supplemented by a prospectus supplement, filed with the SEC on August 7, 2025, in connection with the Offering.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.						Description
99.1						Press Release of the Company, dated August 5, 2025
1.1						Underwriting Agreement, dated August 6, 2025, by and among Bowhead Specialty Holdings Inc., GPC Partners Investments (SPV III) LP and RBC Capital Markets, LLC.
99.2						Bowhead Specialty Holdings Inc. Investor Presentation for the period ended June 30, 2025
104						Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

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 hereunto duly authorized.

~~Dated~~Date: August 58, 2025


By:			/s/ Brad Mulcahey
Name:			Brad Mulcahey
Title:			Chief Financial Officer and Treasurer

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