D&O Liability Market Remains Profitable, but Reserve Deficiencies Signal Trouble Ahead
The U.S. directors and officers liability insurance market is still generating profits, but warning signs are multiplying, according to an analysis of the sector by AM Best.
The direct loss ratio for monoline D&O liability climbed more than five percentage points in 2025, rising to 54.5 from 49.0 the prior year, while direct premiums written have fallen to just over $10 billion after peaking at nearly $15 billion in 2021. The combination of persistent rate pressure and emerging reserve deficiencies raises the prospect of a meaningful deterioration in underwriting results over the near term, the report said.
“Despite generating solid direct underwriting results during the past few years, the competitive D&O marketplace is expected to become a little tighter in 2026, with underwriting margins likely to shrink,” said Christopher Graham, senior industry analyst, AM Best.
Pricing decreased in 10 of the past 11 quarters, according to data from the Council of Insurance Agents and Brokers cited in the report, with cuts accelerating to nearly 4% in the fourth quarter of 2025. AM Best noted that competition for medium- and larger-sized accounts with favorable risk profiles likely skewed average pricing figures in the latter half of the year.
Although some carriers have expressed concern that too much rate has left the market, that view is not yet widely shared, meaning soft market conditions are expected to persist for most buyers into 2026.
Reserve Deficiencies Add to Pressure
A particularly concerning development flagged by AM Best involves reserve adequacy. Because D&O liability is not separately detailed in Schedule P filings, the rating agency analyzed the broader Other Liability – Claims Made line, in which D&O currently represents approximately 25% of premium.
For both accident years 2023 and 2024, loss development was adverse, indicating reserves were deficient, a pattern that echoes the late 2010s, when accident years 2018 and 2019 similarly produced slow claims closure rates and ultimately yielded significant adverse development.
“This might indicate an underlying deficiency that could lead to a downturn in D&O liability underwriting results over the near term,” said David Blades, associate director, AM Best.
The latest Schedule P data shows that claim closure rates for accident years 2023 and 2024 are running even slower than those troublesome 2018 and 2019 years, according to AM Best. The report warned that as claims remain open longer, insurers face greater exposure to social inflation, setting the stage for underwriting margin compression and results being less favorable over the near term.
Securities class action filings, which spiked above 400 annually from 2017 through 2019 and drove costly losses, have since stabilized at lower levels. AM Best noted that more such claims are likely still working through the court system and could produce adverse calendar-year development in future periods.
Emerging Risks Complicate the Underwriting Picture
Beyond the financial metrics, AM Best identified several evolving exposures that are reshaping the D&O risk landscape for corporate officers and their insurers.
Artificial intelligence has moved quickly to the forefront. The report cited a study indicating that since the start of 2025, AI-related securities litigation has outnumbered data breach lawsuits. The primary drivers are AI washing — overstating or misrepresenting AI use in products or services — along with board oversight failures and regulatory non-compliance.
AM Best noted that boards are still largely in the “still figuring it out” stage regarding AI integration, complicating coverage decisions for D&O insurers.
Cyber risk continues to converge with D&O exposure. The report said cyber-related incidents have emerged as a major driver of potential D&O claims, with directors increasingly held responsible for cybersecurity oversight as regulatory stakes rise. The shift under the current administration toward voluntary, private-sector-led cybersecurity standards — in contrast to the mandatory framework of the previous administration — introduces new uncertainty about the volume and nature of future litigation.
Geopolitical instability and shifting regulatory priorities also factor prominently. The current administration’s active rollback of DEI and ESG programs, combined with federal agency scrutiny directed at private companies maintaining such initiatives, has changed the regulatory landscape materially.
AM Best emphasized that what has changed is not that there is less regulation for corporate officers and their insurers to be concerned with, but that the focus of regulators has changed drastically, and that risk profiles for individual policyholders can change materially within months, creating challenges for D&O insurers that bound coverage before strategic or operational changes occurred.
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