UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-K/A

(Amendment No. 1)

☒	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2025

☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ________ to ________

Commission File Number 1-36346

Oxbridge Re Holdings Limited

(Exact name of registrant as specified in its charter)

Cayman Islands		98-1150254
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

Suite 201 42 Edward Street P.O. Box 469 Grand Cayman, Cayman Islands		KY1-9006
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: +1 (345) 749-7570

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of Each Class	Trading Symbols	Name of Each Exchange on Which Registered
Ordinary Shares, par value $0.001 (USD) per share	OXBR	The NASDAQ Capital Market
Warrants	OXBRW	The NASDAQ Capital Market

Securities registered pursuant to Section 12(g) of the Exchange Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated Filer	☒	Smaller reporting company	☒
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. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

The aggregate market value of the voting common equity held by non-affiliates of the registrant was $11,646,248 (based upon the quoted closing sale price per share of the registrant’s ordinary shares on The NASDAQ Capital Market) on the last business day of the registrant’s most recently completed second fiscal quarter (June 30, 2025). For purposes of this calculation, the registrant has assumed that its directors and executive officers as of June 30, 2025 were affiliates.

As of April 3, 2026, 8,101,374 ordinary shares, par value $0.001 (USD) per share, were outstanding.

EXPLANATORY NOTE

The registrant is filing this Amendment No. 1 to Annual Report on Form 10-K/A (this “Amendment” or “this report”) to amend the registrant’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (the “2025 Annual Report on Form 10-K”), as filed by the registrant with the Securities and Exchange Commission (the “SEC”) on March 30, 2026. The purpose of this Amendment is to include in Part III the information that was to be incorporated by reference from the proxy statement for the registrant’s 2026 Annual General Meeting of Shareholders, as well as to update certain of the information included in the list of exhibits included in Item 15 and the Exhibit Index of this report. The Part III information was previously omitted from the 2025 Annual Report on Form 10-K in reliance on General Instruction G(3) to Form 10-K, which permits the information in Items 10 through 14 of Part III of Form 10-K to be incorporated in the Form 10-K by reference from the registrant’s definitive proxy statement if such statement is filed not later than 120 days after the registrant’s fiscal year-end. The registrant is filing this Form 10-K/A to include Part III information in the 2025 Annual Report on Form 10-K because the registrant did not file a definitive proxy statement containing such information within 120 days after the end of the fiscal year covered by the 2025 Annual Report on Form 10-K. This Amendment hereby amends the cover page, Part III, Items 10 through 14, and Part IV, Item 15 of the 2025 Annual Report on Form 10-K. In addition, as required by Rule 12b-15 under the Securities Exchange Act of 1934, as amended, or the Exchange Act, new certifications by the registrant’s principal executive officer and principal financial officer are filed as exhibits to this Amendment.

No attempt has been made in this Amendment to modify or update the other disclosures presented in the 2025 Annual Report on Form 10-K. This Amendment does not reflect events occurring after the filing of the 2025 Annual Report on Form 10-K (i.e., those events occurring after March 30, 2026) or modify or update those disclosures that may be affected by subsequent events. Accordingly, this Amendment should be read in conjunction with the 2025 Annual Report on Form 10-K and the registrant’s other filings with the SEC.

In this report, unless otherwise indicated or the context otherwise requires, all references to “Oxbridge Re” “the registrant,” “the Company,” “we,” “us,” and “our” refer to Oxbridge Re Holdings Limited. together with its subsidiaries.

PART III.

ITEM 10.	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	5

ITEM 11.	EXECUTIVE COMPENSATION	13

ITEM 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED SHAREHOLDER MATTERS	19

ITEM 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE	20

ITEM 14.	PRINCIPAL ACCOUNTING FEES AND SERVICES	21

PART IV.

ITEM 15.	EXHIBITS, FINANCIAL STATEMENT SCHEDULES	22

Name	Age	Position	Director Since

Jay Madhu⁽³⁾⁽⁵⁾	59	Chairman of the Board of Directors, Chief Executive Officer, and President	2013

Dwight Merren^(1)(2)(4)	60	Director	2022

Arun Gowda^(1)(2)(4)(5)	60	Director	2023

Wrendon Timothy⁽³⁾⁽⁵⁾	45	Director	2021

Lesley Thompson^(1)(2)(3)(4)	54	Director	2021

			Nominating and
	Audit	Compensation	Corporate Governance	Underwriting	Investment
	Committee	Committee	Committee	Committee	Committee

Jay Madhu				X	X

Arun Gowda	X	X	X		X*

Wrendon Timothy				X	X

Lesley Thompson	X	X	X*	X*

Dwight Merren	X	X*	X		X

# of meetings held in 2025	4	3	1	4	1

Name	Fees Earned or Paid In Cash ⁽¹⁾		Stock Awards ⁽²⁾		Option Awards		Non-Equity Incentive Plan Compensation		Change in Pension Value And Nonqualified Deferred Compensation Earnings		All Other Compensation		Total
Arun Gowda	$	15,000	$	25,000	$	-		-		-		-	$	40,000
Lesley Thompson	$	15,000	$	25,000	$	-		-		-		-	$	40,000
Dwight Merren	$	15,000	$	25,000	$	-		-		-		-	$	40,000

(1)	During 2025, our three non-employee directors received director fees paid in cash pursuant to our Non-Employee Director Compensation Program.

(2)	All stock awards were granted under our Non-Employee Director Compensation Program adopted under our 2021 Omnibus Incentive Plan. The value reported above in the “Stock Awards” column is the aggregate grant date fair value for the NEO’s stock awards granted in 2025, determined in accordance with FASB ASC Topic 718, “Compensation-Stock Compensation”. On January 2, 2025, each of our non-employee directors were granted 6,054 restricted ordinary shares that vest one-half on the 180th day after the grant date and one-half on the first anniversary of the grant date, provided that the director is in continuous service to the Company through the applicable vesting date.

			Number of
	Number		Restricted
Name	of Options		Shares
Arun Gowda		-		40,432
Lesley Thompson		-		56,412
Dwight Merren		-		40,412

●	Jay Madhu, our Chief Executive Officer, President and Chairman of the Board
●	Wrendon Timothy, our Chief Financial Officer, Director and Secretary

Name of Executive	Position	Base Salary ($)
Jay Madhu	Chief Executive Officer, President and Chairman of the Board (Principal Executive Officer)	$	331,872
Wrendon Timothy	Chief Financial Officer and Secretary (Principal Financial and Accounting Officer)	$	225,672

Name and Principal Position	Year	Salary		Bonus⁽¹⁾		Stock Awards⁽²⁾		Option Awards		Non-Equity Incentive Plan Compensation		Nonqualified Deferred Compensation Earnings		All Other Compensation⁽³⁾		Total
Jay Madhu	2025	$	331,872		-	$	165,200		-		-		-	$	5,305	$	502,377
President and Chief Executive Officer	2024	$	312,500	$	297,619	$	42,000		-		-		-	$	5,305	$	657,424

Wrendon Timothy	2025	$	225,672		-	$	103,250		-		-		-	$	5,305	$	334,227
Chief Financial Officer and Corporate Secretary	2024	$	212,500	$	202,381		26,250		-		-		-	$	5,305	$	446,436

(1)	Amounts represent annual incentive compensation made under the Company’s FY2024 Annual Bonus Program as described in “Compensation Elements” section above. These payments were made during 2025 at the end of the Company’s 2024/25 underwriting treaty year and relates to performance for fiscal 2024.

(2)	All stocks awards were granted under our 2021 Omnibus Incentive Plan. The value reported above in the “Stock Awards” column is the aggregate grant date fair value for the NEO’s restricted share awards granted in 2025, determined in accordance with FASB ASC Topic 718, “Compensation-Stock Compensation”.

(3)	In both 2025 and 2024, Mr. Madhu received $5,305 in company contributions to our defined contribution pension plan. In both 2025 and 2024, Mr. Timothy received $5,305 in company contributions to our defined contribution pension plan.

	Grant Date	Approval Date	Estimated Future Payouts Under Non-Equity Incentive Plan Awards		Estimated Future Payouts Under Equity Incentive Plan Awards		All other Stock Awards: Number of Shares of Stock or Units (#)			All other Option Awards: Number of Securities Underlying Options (#)		Exercise or Base Price of Option Awards ($/Sh)		Grant Date Fair Value of Stock and Option Awards ($)

Jay Madhu	01/02/2025	01/30/2025		-		-		40,000	⁽¹⁾		-	$	-		165,200	⁽²⁾

Wrendon Timothy	01/02/2025	01/30/2025		-		-		25,000	⁽¹⁾		-	$	-		103,250	⁽²⁾

(1)	The amount represents a grant of restricted shares made pursuant to our 2021 Omnibus Incentive Plan and in accordance with existing employment agreements. The shares were subject to forfeiture upon termination of employment and restriction of transfer, and vested ratably on the grant date and first day of each calendar quarter over the 3 calendar quarters immediately following the grant date, contingent on Mr. Madhu’s and Mr. Timothy’s continuous employment with the Company until the applicable vesting date. The shares were granted conditioned on service to the Company and carry all the rights of a shareholder, including the right to receive dividends at the same rate applicable to all ordinary shareholders.

(2)	The amounts reflect the aggregate grant date fair value for each NEO’s restricted share awards granted in 2025, determined in accordance with FASB ASC Topic 718, “Compensation-Stock Compensation”.

Name	Number of Securities Underlying Unexercised Options Exercisable (#)			Number of Securities Underlying Unexercised Options Unexercisable (#)			Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#)		Option Exercise Price ($)		Option Expiration Date	Number of Shares or Units of Stock That Have Not Vested (#)		Market Value of Shares or Units of Stock That Have Not Vested ($)		Equity Incentive Plan Awards: Number of Unearned Shares, Units or Other Rights That Have Not Vested (#)		Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Units or Other Rights That Have Not Vested ($)

Jay Madhu		25,000	⁽¹⁾		-			-	$	6.00	1/16/2026		-		-		-		-
		25,000			-			-	$	6.06	1/20/2027		-		-		-		-
		175,000			-			-	$	6.00	3/2/2031		-		-		-		-
		1,370,250	⁽³⁾		1,370,250	⁽³⁾		-	$	15.00	3/25/2034		-		-		-		-

Wrendon Timothy		10,000	⁽²⁾		-			-	$	6.00	1/16/2026		-		-		-		-
		10,000			-			-	$	6.06	1/20/2027		-		-		-		-
		75,000			-			-	$	6.00	3/2/2031		-		-		-		-
		587,250	⁽⁴⁾		587,250	⁽⁴⁾		-	$	15.00	3/25/2034		-		-		-		-

	(1)	Mr. Madhu was awarded 25,000 stock options on January 16, 2016, 25,000 stock options on January 20, 2017 and 175,000 stock options on March 2, 2021, all of which have fully vested. On January 23, 2025, 120,000 stock options were forfeited upon expiration.

	(2)	Mr. Timothy was awarded 10,000 stock options on January 16, 2016, 10,000 stock options on January 20, 2017 and 75,000 stock options on March 2, 2021, all of which have fully vested. On January 23, 2025, 60,000 stock options were forfeited upon expiration. On January 2, 2025, SurancePlus Holdings Ltd. (“SP Holdings”) effected a stock split of its ordinary shares at a ratio of 7.5-for-1. Historical restricted stock and option grant numbers in the table above have been adjusted to give effect to this stock split.

	(3)	Mr. Madhu was awarded 2,470,500 stock options in the Company’s subsidiary, SP Holdings, on March 25, 2024. The options vest quarterly in increments of 171,281.25. The remaining 1,370,250 options will vest over the next 8 quarters, provided that Mr. Madhu remains employed by the Company. These options are exercisable at any time until March 24, 2034 at an exercise price per share equivalent to a Company valuation of $15,000,000.

	(4)	Mr. Timothy was awarded 1,174,500 stock options in the Company’s subsidiary, SP Holdings, on March 25, 2024. The options vest quarterly in increments of 73,406.25. The remaining 587,250 options will vest over the next 8 quarters, provided that Mr. Timothy remains employed by the Company. These options are exercisable at any time until March 24, 2034 at an exercise price per share equivalent to a Company valuation of $15,000,000.

	Option Awards					Stock Awards
Name	Number of Shares Acquired on Exercise (#)		Value Realized on Exercise ($)			Number of Shares Acquired On Vesting (#)			Value Realized on Vesting ($)

Jay Madhu		122,179		627,998	⁽¹⁾		40,000		$	96,600	⁽²⁾
		-		-			939,750	⁽³⁾	$	71,045

Wrendon Timothy		54,980		282,599	⁽¹⁾		25,000		$	60,375	⁽²⁾
		-		-			402,750	⁽³⁾	$	30,448

●	each person who is known by us to beneficially own more than 5% of our outstanding ordinary shares,
●	each of our directors and NEOs, and
●	all directors and executive officers as a group.

	Beneficially Owned at
	April 3, 2026
Name of Beneficial Owners	Number of Ordinary Shares			Percent
5% Shareholders:

Allan Martin		964,422	⁽¹⁾		11.15	%

Named Executive Officers and Directors:
Jay Madhu		926,178	⁽²⁾		10.86	%
Wrendon Timothy		282,530	⁽³⁾		3.44	%
Dwight Merren		59,496			***
Lesley Thompson		75,496			***
Arun Gowda		59,496			***
All Executive Officers and Directors as a Group (5 persons)		1,403,196			16.25	%

⁽²⁾	Includes 125,231 ordinary shares held by Universal Finance & Investments, L.C. and 203,768 ordinary shares issuable upon the exercise of warrants held by Universal Finance & Investments, L.C. that are currently exercisable. As the sole owner and manager of Universal Finance & Investments, L.C., Mr. Madhu has voting and investment power over the ordinary shares and warrants held by that entity. Also includes 372,179 ordinary shares held in Mr. Madhu’s name and 225,000 ordinary shares issuable upon the exercise of stock options held by Mr. Madhu that are currently exercisable.

⁽⁴⁾	Consists of 7,500 ordinary shares issuable upon the exercise of warrants held by Mr. Timothy, individually, that are currently exercisable; 180,030 ordinary shares held by Mr. Timothy, individually; and 95,000 ordinary shares issuable upon the exercise of stock options held by Mr. Timothy that are currently exercisable.

	●	Wrendon Timothy filed a Form 4 reporting his changes in beneficial ownership late for transactions that occurred on February 14, 2025.
	●	Sanjay Madhu filed a Form 4 reporting his changes in beneficial ownership late for transactions that occurred on February 14, 2025.
	●	Dwight Lyndon Merren filed a Form 4 reporting his changes in beneficial ownership late for transactions that occurred on February 14, 2025.
	●	Lesley Thompson filed a Form 4 reporting her changes in beneficial ownership late for transactions that occurred on February 14, 2025.
	●	Arun Gowda filed a Form 4 reporting his changes in beneficial ownership late for transactions that occurred on February 14, 2025.
	●	Jay Madhu filed a Form 4 reporting his changes in beneficial ownership late for transactions that occurred on May 22, 2025.

	2025		2024
Audit Fees (a)	$	78,500	$	73,000
Audit-related fees		-		-
Tax fees		-		-
All other fees		28,500		28,000
Total	$	107,000	$	101,000

Exhibit		Title

3.1		Fourth Amended and Restated Memorandum and Articles of Association of Oxbridge Re Holdings Limited, as amended through August 28 2025 (incorporated by reference to Exhibit 3.1 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed September 4, 2025) (Commission File No. 1-36346).

4.1		Warrant Agreement, dated March 26, 2014, between Oxbridge Re Holdings Limited and Broadridge Corporate Issuer Solutions, Inc. (incorporated by reference to Exhibit 4.1 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed May 28, 2014) (Commission File No. 1-36346).

4.2		Amendment #1 to Warrant Agreement between Oxbridge Re Holdings Limited and Broadridge Corporate Issuer Solutions, Inc. (incorporated by reference to Exhibit 4.1 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed on November 19, 2018) (Commission File No. 1-36346).

4.3		Description of Securities Registered under Section 12 of the Securities Exchange Act of 1934, as amended.

4.4		Amendment #2 to Warrant Agreement between Oxbridge Re Holdings Limited and Broadridge Corporate Issuer Solutions, LLC (incorporated by reference to Exhibit 4.1 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed on February 2, 2024) (Commission File No. 1-36346).

4.5		Form of Series A Warrant (incorporated by reference to Exhibit 4.1 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed on February 26, 2025) (Commission File No. 1-36346).

4.6		Form of Series B Warrant (incorporated by reference to Exhibit 4.2 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed on February 26, 2025) (Commission File No. 1-36346).

10.1*		Oxbridge Re Holdings Limited 2014 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.10 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed December 24, 2014) (Commission File No. 1-36346).

10.2*		Form of Oxbridge Re Holdings Limited 2014 Omnibus Incentive Plan Restricted Share Award (incorporated by reference to Exhibit 10.1 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed January 28, 2015) (Commission File No. 1-36346).

10.3*		Form of Oxbridge Re Holdings Limited 2014 Omnibus Incentive Plan Share Option Award Agreement (incorporated by reference to Exhibit 10.2 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed January 28, 2015) (Commission File No. 1-36346).

10.4*		Oxbridge Re Holdings 2021 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.2 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed January 13, 2023) (Commission File No.1-36346).

10.5*		Form of Restricted Stock Agreement under the Oxbridge Re Holdings Limited 2021 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.5 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed January 13, 2023) (Commission File No.1-36346).

10.6		Oxbridge Re Holdings Limited Non-Employee Director Compensation Program (incorporated by reference to Exhibit 10.1 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed January 13, 2023) (Commission File No.1-36346).

10.7		Equity Distribution Agreement, dated July 9, 2025, between Oxbridge Re Holdings Limited and Maxim Group LLC (incorporated by reference to Exhibit 1.1 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed July 10, 2025) (Commission File No.1-36346).

10.8		SurancePlus Holdings Ltd. 2024 Equity Incentive Plan, dated March 25, 2024 (incorporated by reference to Exhibit 10.5 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed on March 27, 2024) (Commission File No. 1-36346).

10.9		Form of Restricted Share Award Agreement of SurancePlus Holdings Ltd. (incorporated by reference to Exhibit 10.6 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed on March 27, 2024) (Commission File No. 1-36346).

10.10		Form of Option Award Agreement of SurancePlus Holdings Ltd. (incorporated by reference to Exhibit 10.7 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed on March 27, 2024) (Commission File No. 1-36346).

10.11		Form of Securities Purchase Agreement (incorporated by reference to Exhibit 10.1 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed on February 26, 2025) (Commission File No. 1-36346).

10.12		Form of Placement Agency Agreement (incorporated by reference to Exhibit 10.2 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed on February 26, 2025) (Commission File No. 1-36346).

10.13*		Oxbridge Re Holdings 2025 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed September 4, 2025) (Commission File No.1-36346).

10.14*		Form of Restricted Share Unit Agreement under the Oxbridge Re Holdings Limited 2025 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.4 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed September 4, 2025) (Commission File No.1-36346).

10.15*		Amended and Restated Employment Agreement, dated August 28, 2025 with Jay Madhu (incorporated by reference to Exhibit 10.2 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed September 4, 2025) (Commission File No.1-36346).

10.16*		Amended and Restated Employment Agreement, dated August 28, 2025 with Wrendom Timothy (incorporated by reference to Exhibit 10.3 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed September 4, 2025) (Commission File No.1-36346).

10.17*		Corporate Action, Change of Control, and Performance Agreement, dated August 28, 2025, with Sanjay Madhu (incorporated by reference to Exhibit 10.5 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed September 4, 2025) (Commission File No.1-36346).

10.18*		Corporate Action, Change of Control, and Performance Agreement, dated August 28, 2025, with Wrendon Timothy (incorporated by reference to Exhibit 10.6 to Oxbridge Re Holdings Limited’s Current Report on Form 8-K filed September 4, 2025) (Commission File No.1-36346).

19.1#		Insider Trading Policy (incorporated by reference to Exhibit 19.1 to Oxbridge Re Holdings Limited’s Form 10-K filed March 30, 2025) (Commission File No.1-36346).

21		List of Subsidiaries of Oxbridge Re Holdings Limited (incorporated by reference to Exhibit 21 to Oxbridge Re Holdings Limited’s Annual Report on Form 10-K filed March 30, 2026) (Commission File No. 1-36346).

23.1		Consent of Independent Registered Public Accounting Firm (incorporated by reference to Exhibit 23.1 to Oxbridge Re Holdings Limited’s Annual Report on Form 10-K filed March 30, 2026) (Commission File No. 1-36346).

31.1		Certifications of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act and Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 31.1 to Oxbridge Re Holdings Limited’s Annual Report on Form 10-K filed March 30, 2026) (Commission File No. 1-36346).

31.2		Certifications of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act and Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 31.2 to Oxbridge Re Holdings Limited’s Annual Report on Form 10-K filed March 30, 2026) (Commission File No. 1-36346).

31.3 **		Certifications of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act and Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934.

31.4 **		Certifications of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act and Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of 1934.

32		Written Statement of the Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. § 1350 (incorporated by reference to Exhibit 32 to Oxbridge Re Holdings Limited’s Annual Report on Form 10-K filed March 30, 2026) (Commission File No. 1-36346).

101		The following materials from Oxbridge Re Holdings Limited’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 are filed herewith, formatted in XBRL (Extensible Business Reporting Language): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statements of Comprehensive Loss (iv) Consolidated Statements of Cash Flows, (v) Consolidated Statements of Changes in Shareholders’ Equity and (vi) Notes to Consolidated Financial Statements (incorporated by reference to Exhibit 101 to Oxbridge Re Holdings Limited’s Annual Report on Form 10-K filed March 30, 2026) (Commission File No. 1-36346).

104		Cover Page Interactive Data File for this Amendment (formatted as Inline XBRL)

	OXBRIDGE RE HOLDINGS LIMITED

Date: April 3, 2026	By:	/s/ JAY MADHU
		Jay Madhu
		Chief Executive Officer and President (Principal Executive Officer)

/s/ WRENDON TIMOTHY		/s/ JAY MADHU
Wrendon Timothy		Jay Madhu
Chief Financial Officer and Secretary		Chief Executive Officer, President and Director
(Principal Financial Officer and Principal Accounting Officer)		(Principal Executive Officer)

/s/ LESLEY THOMPSON		/s/ DWIGHT MERREN
Lesley Thompson		Dwight Merren
Director		Director

Amendment: SEC Form 10-K/A filed by Oxbridge Re Holdings Limited