Oklahoma Insurance Commissioner Approves CompSource Mutual Reorganization
Summary
The Oklahoma Insurance Commissioner has approved the reorganization plan for CompSource Mutual Insurance Company. This marks the first conversion of its kind in Oklahoma under a 2024 law designed to streamline mutual insurance structures and enhance market competitiveness.
What changed
Oklahoma Insurance Commissioner Glen Mulready has approved the reorganization of CompSource Mutual Insurance Company into a mutual holding company structure. CompSource will convert into a stock insurance company, CompSource Mutual Insurance Company, S.I., with policyholders becoming members of a new mutual holding company, CompSource Mutual Insurance Holding Company. This conversion, the first of its kind in Oklahoma following HB 3090 enacted in 2024, aims to create a more flexible and competitive insurance market.
The approved plan ensures that all existing policies remain in force under their current terms, with no mid-term premium increases solely due to the conversion. Policyholder membership voting rights will be replaced with substantially similar rights in the parent company. The Commissioner's approval was based on findings that the plan protects policyholder rights, is fair and equitable, and maintains the security and services provided to policyholders, while also satisfying capital and surplus requirements for a domestic stock insurer.
What to do next
- Review the Oklahoma Insurance Commissioner's Order approving the CompSource Mutual reorganization plan.
- Understand the implications of the conversion for policyholders and their rights within the new mutual holding company structure.
- Monitor any further communications or filings related to the operationalization of this reorganization.
Source document (simplified)
Oklahoma Insurance Commissioner Approves CompSource Mutual’s Plan to Reorganize
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For Immediate Release: March 5, 2026
Oklahoma Insurance Commissioner Approves CompSource Mutual’s Plan to Reorganize
OKLAHOMA CITY – Insurance Commissioner Glen Mulready approved today the reorganization of CompSource Mutual Insurance Company (“CompSource”) into a mutual holding company structure. Under the approved plan, CompSource will convert into a stock insurance company, called CompSource Mutual Insurance Company, S.I. CompSource policyholders will become members of a newly formed mutual insurance holding company, CompSource Mutual Insurance Holding Company, which will own 100% of the converted stock insurer indirectly through CompSource Intermediate Holding Company.
This process of converting to this type of mutual holding company system was established in Oklahoma law in 2024 through HB 3090 in order to streamline the transitioning of mutual insurance structures and foster a more flexible and competitive insurance market. CompSource’s conversion will be the first of its kind in Oklahoma.
This law requires the plan of reorganization to first be submitted to the Insurance Commissioner for approval. The reorganization plan must then be approved by a vote of at least two-thirds of the eligible members (policyholders) voting on the plan.
“Protection of policyholders has been our greatest concern in this review process,” said Insurance Commissioner Glen Mulready. “My office has employed significant due diligence in its review. Though not required, I held a public comment hearing and offered a written public comment period because I wanted to hear any concerns from the public. In addition to our own review, I also exercised my authority under the law to engage an independent and qualified third-party expert to review and ensure the plan of reorganization is fair and equitable to policyholders and protects policyholders’ rights.”
Holding a public comment hearing also provided the means to publicly disclose the Plan of Reorganization, which otherwise is confidential under Oklahoma law.
As detailed further in the Order, the Commissioner found that the plan protects policyholder rights, is fair and equitable to members, and does not substantially reduce the security or services provided to policyholders. Every policy in force on the effective date will remain in force under existing terms, and premiums will not be increased or changed mid-term solely as a result of the conversion. Membership voting rights in CompSource will be replaced with substantially similar voting rights and rights in surplus in the parent company.
The plan also satisfies capital and surplus requirements for a domestic stock insurer, ensuring the company is financially stable. The competency, experience, and integrity of those controlling the new stock insurer are not contrary to policyholder or public interests.
To further protect policyholders, the Approval Order includes conditions and safeguards, among them: maintaining a minimum 300% risk-based capital for three (3) years; OID pre-approval of any dividends issued by the stock insurer for three (3) years; advance notice to OID of director or officer changes for three (3) years; OID approval for any stock distribution or sale for five (5) years with independent valuation; and prohibiting stock or stock option grants to officers or management for five (5) years.
A copy of the Plan of Reorganization was attached to the Notice of Comment Hearing issued in August 2025 and is available at this link: https://www.oid.ok.gov/wp-content/uploads/2025/08/25-0697-TRN-CompSource-Mutual-ICNotice-of-Hearingwith-Attachments-v2.pdf.
Media questions or comments should be directed to
Chief of Communications, Liz Heigle
Liz.Heigle@oid.ok.gov | (405) 819-2221
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