Tools + Intel.

The private D&O market remained soft during all of 2025, with most accountsrenewing flat or seeing modest rate reductions between 3% and 4%, higheron excess placements. Capacity continues to be abundant, fueled by aninflux of new MGAs and Insurtech underwriting facilities, many of which arestaffed by seasoned underwriters who have moved on from traditional carriers.Additionally, the insurers that traditionally played in the public space are beingmore aggressive in the private space due to the heightened softening in thepublic space. The competitive environment is most intense on excess layers,where pricing remains compressed and carriers are leveraging enhanced termsor flexible retentions to win business.

This market phase presents an ideal opportunity to negotiate broader termsand conditions. Brokers are having success pushing for the removal of antitrustexclusions, increased derivative investigation limits, broader books and recordscoverage, broader definitions of Claim, lower retentions on the RegulatoryCoverage for healthcare accounts, carve-backs to standard exclusions andexpanded notice of claim provisions. It is also an excellent time to position SideA DIC coverage, as pricing remains favorable and awareness of the need forstrong personal asset protection continues to grow.

Economic volatility and uncertainty, rising interest rates, and an ongoing uptickin Chapter 11 and Chapter 7 filings are prompting underwriters to scrutinizefinancial statements more closely. Insurers are working to understand theemerging risks posed by artificial intelligence.

Companies unable to access capital through IPOs or financing rounds areparticularly vulnerable. At the same time, regulatory actions, antitrust claims,and breach of duty allegations—once mostly reserved for public companies—are increasingly being seen in the private space, further intensifyingcarrier caution.

Companies unable to access capital through IPOs or financing rounds are particularly vulnerable. At the same time, regulatory actions, antitrust claims, and breach of duty allegations—once mostly reserved for public companies—are increasingly being seen in the private space, further intensifyingcarrier caution.

Higher exposure industries such as healthcare, fintech, and cryptocurrency,or those with poor financials or prior claims activity, are not experiencing thebenefits of this soft market. These risks are seeing higher retentions, fewercoverage enhancements, and occasionally rate increases. Some lead carriers inthe middle-market and large account space are actively managing profitabilitythrough strategic use of SIRs, while newer entrants targeting the small businesssegment are keeping premiums and SIRs aggressive through portal-based quotesystems, creating an environment similar to the cyber insurance market.

Carriers are also taking creative approaches to renewal strategies in an effort topreserve their books. A few have implemented auto-renewal models with flat tominimal increases to reduce remarketing exposure. Finally, underwriters remainfocused on the interconnected risks posed by package placements, particularlywhen private D&O is bundled with fiduciary liability and EPL. Carriers continueto monitor excessive fee litigation on the fiduciary side, and are respondingto increased EPL claims stemming from employee activism, hybrid workplacedisputes, layoffs, and a spike in discrimination and unionization-related activity.Record settlement values were reached in 2024, adding further scrutiny tocombined programs.