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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 13, 2026

OXBRIDGE

RE HOLDINGS LIMITED

(Exact Name of Registrant as Specified in Charter)

Cayman Islands

001-36346

98-1150254

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S.

Employer

Identification No.)

Suite 201,

42 Edward Street, George Town P.O. Box 469

Grand Cayman, Cayman Islands

KY1-9006

(Address of Principal Executive Office)

(Zip Code)

Registrant’s telephone number, including area code: (345) 749-7570

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

Name of each exchange on which registered

Ordinary Shares (par value $0.001)

OXBR

The Nasdaq Stock Market LLC

Warrants to Purchase Ordinary Shares

OXBRW

The Nasdaq Stock Market LLC

(The Nasdaq Capital Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if 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 2.02 Results of Operations and Financial Condition

On August 13, 2026, Oxbridge Re Holdings Limited issued a press release announcing its financial results for the quarter and six months ended June 30, 2026. A copy of the press release is attached hereto as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.

The information in this item shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of Section 18, nor shall it be deemed incorporated by reference in any of the Company’s filings under the Securities Act of 1933, as amended or the Exchange Act, except to the extent, if any, expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

See the Exhibit Index set forth below for a list of exhibits included with this Form 8-K.

SIGNATURE

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.

OXBRIDGE

RE HOLDINGS LIMITED

/s/ Wrendon Timothy

Date: August 13, 2026 Wrendon Timothy

Chief Financial Officer and Secretary

(Principal Accounting Officer and

Principal Financial Officer)

A signed original of this Form 8-K has been provided to Oxbridge Re Holdings Limited and will be retained by Oxbridge Re Holdings Limited and furnished to the Securities and Exchange Commission or its staff upon request.

EXHIBIT

INDEX

Exhibit No.

Description

99.1

Press Release, dated August 13, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

EX-99.1

2 ex99-1.htm

EX-99.1

Exhibit 99.1

Oxbridge Re Highlights Strong Q1 2026 Execution, Platform Growth and Market Opportunity

GRAND

CAYMAN, Cayman Islands (May 11, 2026) -- Oxbridge Re Holdings Limited (NASDAQ: OXBR), (the “Company”), a leader in digitizing reinsurance securities as tokenized real-world assets (RWAs), today reported its results for the three months ended March 31, 2026.

SurancePlus Token Platform Performance and Growth

SurancePlus continues to demonstrate strong performance across its 2025–2026 tokenized reinsurance offerings. The Balanced Yield Token (EtaCat Re), which initially targeted a 20% annual return, is now anticipated to achieve a 25% return, and the High Yield Token (ZetaCat Re) remains on track to achieve its 42% return target. These results reflect our portfolio’s disciplined underwriting approach and highlight how tokenized reinsurance can deliver consistent, uncorrelated returns within the $750 billion total addressable reinsurance market.

Platform Expansion and Ecosystem Growth

During the quarter, SurancePlus continued advancing its blockchain infrastructure, interoperability, and market presence through strategic ecosystem relationships involving Solana, Alphaledger, and LayerZero, supporting expanded visibility, connectivity, and interoperability across more than 160 blockchain networks.

The Company also continued increasing investor engagement and platform awareness initiatives as participation across the SurancePlus ecosystem expands.

In addition to its current initiatives, SurancePlus is exploring opportunities to enable tokenized reinsurance participation for third-party carriers and counterparties.

Catastrophe Market Outlook and 2026–2027 Positioning

As the Company prepares for the upcoming 2026–2027 underwriting cycle and its planned T20 and T42 offerings targeting annual returns of 20% and 42%, respectively, current industry forecasts may support a constructive underwriting environment relative to recent years.

Recent forecasts issued by Colorado State University’s (CSU) Department of Atmospheric Science indicate the 2026 Atlantic hurricane season may trend below historical averages, supported in part by anticipated El Niño conditions, which have historically contributed to reduced Atlantic storm activity.

While hurricane activity remains inherently unpredictable, management believes the combination of continued strong portfolio performance and current climate forecasts positions the Company favorably entering the next contract cycle.

Strategic Outlook

In parallel, management is making meaningful progress advancing opportunities to broaden the SurancePlus model into additional high-quality, cash-generating asset categories, including initiatives involving tokenized data center revenue streams and infrastructure aligned with the continued growth of artificial intelligence.

The Company believes these initiatives have the potential to further expand the Company’s long-term growth opportunity and support future shareholder value creation.

As of March 31, 2026, the Company reported $8.19 million in cash and restricted cash, reflecting continued balance sheet strength and supporting its ongoing strategic initiatives.

The Company believes its continued platform execution, ecosystem development efforts, and balance sheet position support its long-term strategic objectives.

Looking Ahead

The Company remains focused on scaling its business through its real-world asset (RWA) initiatives, broadening market awareness, advancing strategic ecosystem relationships, and executing on its growing pipeline of tokenized asset opportunities.

With strong performance across its current offerings, continued ecosystem development involving Solana, Alphaledger, and LayerZero, and advancement of additional asset tokenization opportunities, the Company believes it is well positioned as it enters the 2026–2027 underwriting cycle.

Jay Madhu Chairman and CEO commented, “We are pleased with the continued strong performance of this year’s tokenized reinsurance contracts. As we approach the conclusion of the season, our existing offerings remain unaffected and on track to pay out 25% and 42%, respectively.

At the same time, we continue developing the reach and visibility of the SurancePlus platform through our growing relationships involving Solana, Alphaledger, and LayerZero, supporting expanded interoperability and ecosystem access. We also remain excited about the longer-term opportunities to expand our model into additional high-quality, cash-generating assets aligned with major growth trends, including artificial intelligence infrastructure.

As of March 31, 2026, the Company reported $8.19 million in cash and restricted cash, supporting our continued strategic initiatives and long-term growth opportunities.

We believe the combination of platform growth, strong contract performance, and expanding market opportunities positions the Company well as we enter the upcoming

EX-99.1

2 ex99-1.htm

EX-99.1

Exhibit 99.1

Oxbridge Highlights Strong 2025–26 Performance, Platform Expansion, and Market Opportunity; Reports Q4 and Full-Year Results

GRAND

CAYMAN, Cayman Islands (March 30, 2026) — Oxbridge Re Holdings Limited (NASDAQ: OXBR), (the “Company”), a leader in digitizing reinsurance securities as tokenized real-world assets (RWAs), together with its subsidiary SurancePlus, today reported its results for the three months and year ended December 31, 2025.

SurancePlus 2025–2026 Tokenized Reinsurance Update

SurancePlus continues to demonstrate strong performance across its 2025–2026 tokenized reinsurance offerings. The Balanced Yield Token (EtaCat Re), which initially targeted a 20% annual return, is now anticipated to achieve a 25% return, and the High Yield Token (ZetaCat Re) remains on track to achieve its 42% return target. These results reflect our portfolio’s disciplined underwriting approach and highlight how tokenized reinsurance can deliver consistent, uncorrelated returns within the $750 billion total addressable reinsurance market.

Platform Expansion and Ecosystem Growth

The Company has advanced the SurancePlus platform through a series of strategic partnerships designed to expand global distribution, infrastructure, and interoperability:

● We have established a strategic presence in the Solana ecosystem through our partnership with Alphaledger, positioning SurancePlus within one of the leading blockchain platforms for real-world asset adoption, with support from ecosystem participants including the Solana Foundation.

● Formed a strategic collaboration with LayerZero, enabling distribution of SurancePlus offerings across more than 160 blockchain networks

In parallel, we have increased our targeted marketing and investor engagement initiatives, contributing to growing awareness and expanding participation.

Catastrophe Risk and 2026–2027 Outlook

The Company is preparing for the 2026–2027 contract cycle and its two tokenized reinsurance offerings, T20 and T42, which are targeting an annual return of 20% and 42%, respectively. Industry commentary, including widely followed reporting by Artemis referencing forecasts from AccuWeather, indicates that the 2026 Atlantic hurricane season is expected to be positively influenced by El Niño conditions, which have historically been associated with reduced overall storm activity.

Strategic Outlook

We believe our current market valuation does not fully reflect the strength of our balance sheet, including our approximately $6.9m cash and restricted cash position, the performance of its existing tokenized reinsurance offerings, or the earnings potential of its platform and future opportunities.

Management is also evaluating opportunities to expand the SurancePlus model into additional high-quality, cash-generating assets, including the potential tokenization of data centre revenue streams and other opportunities aligned with the growth of artificial intelligence infrastructure. These initiatives are intended to broaden the Company’s tokenization footprint and support long-term shareholder value creation.

Looking Ahead

The Company remains focused on scaling the SurancePlus platform, expanding global distribution, and executing on its growing pipeline of tokenized real-world asset opportunities.

With strong performance across its current offerings, expanding access through strategic partnerships, and continued innovation in product structure, the Company is well positioned to build on its momentum as it enters the 2026–2027 contract cycle.

Jay Madhu Chairman and CEO commented, “We are pleased with the continued strong performance of our RWA tokenized reinsurance platform, with our Balanced-Yield Token tracking 25%, ahead of its 20% target, and our High-Yield Token tracking its 42% target. As we enter the 2026–2027 contract cycle, we are targeting returns of 20% and 42% for our T20 and T42 offerings.

We have also made meaningful progress expanding our platform, including our entry into the Solana ecosystem and distribution across more than 160 blockchain networks. Looking ahead, we are excited about the upcoming year, including recent reporting from Artemis, indicating El Niño conditions may support a reality of storm numbers being around or even below historical averages.

In parallel, we are evaluating advanced opportunities to extend our model into additional high-quality, cash-generating assets, including the tokenization of data center revenues aligned with the growth of artificial intelligence. We also believe our current market valuation does not fully reflect the strength of our balance sheet, including our cash and restricted position, nor the opportunities we see to drive incremental shareholder value.”

Financial Performance

Net premiums earned for the three months ended December 31, 2025 decreased to $555,000 from $595,000 for the quarter ended December 31, 2024. The decrease is due to lower weighted average ra