yukon-20260407
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): April 7, 2026
MOUNT LOGAN CAPITAL INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-42813 | 33-2698952 | ||||||
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||||||
650 Madison Avenue, 3rd Floor New York, New York (Address of principal executive offices) | 10022 (Zip Code) | |||||||
(212) 891-2880
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
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 (see General Instruction A.2. below):
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 | ||||||
Common Stock, $0.001 par value | MLCI | The Nasdaq Stock Market LLC | ||||||
8.00% Senior Notes Due 2031 | MLCIL | The Nasdaq Stock Market LLC | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b 2 of this chapter).
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. ☐
Item 1.01 | Entry into a Material Agreement. | |||||||||||||
To the extent applicable, the information contained in Item 2.03 of this Current Report on Form 8-K is incorporated herein by reference.
Item 2.03 | Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant. | |||||||||||||
Assumption of Guaranty under the Credit Agreement
On April 7, 2026, Mount Logan Capital Inc. (the “Company”) entered into a Third Amended and Restated Guaranty (the “Guaranty”) pursuant to which it assumed the obligations of its wholly owned subsidiary, Mount Logan Capital Intermediate LLC, as guarantor under that certain Credit Agreement, dated as of August 20, 2021 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among MLC US Holdings LLC (the “Borrower”), the Agent and the lenders party thereto.
Pursuant to the Guaranty, the Company absolutely, unconditionally and irrevocably guarantees the due and punctual payment obligations of the Borrower under the Credit Agreement and the other loan documents, including, without limitation, principal, interest, applicable premiums, fees, costs and expenses, in each case as further described in the Guaranty. Under the Guaranty, the Company shall maintain a Net Worth (as defined in the Guaranty) equal to or greater than $40 million and shall not incur, guarantee or assume any other debt other than Permitted Debt (as defined in the Guaranty).
The foregoing description of the Guaranty does not purport to be complete and is qualified in its entirety by reference to the full text of the Guaranty, which is filed as Exhibit 10.1 to this Current Report on Form 8‑K and incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. | |||||||||||||
(d) Exhibits
Exhibit No. | Description | |||||||
10.1 | ||||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
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.
MOUNT LOGAN CAPITAL INC. | |||||||||||
Date: | April 13, 2026 | By: | /s/ Brandon Satoren | ||||||||
Name: | Brandon Satoren | ||||||||||
Title: | Chief Financial Officer | ||||||||||