WEINSTOCK DAVID B 4

What Happened

• David B. Weinstock, SVP and CFO of Essent Group Ltd. (ESNT), had restricted share units (RSUs) convert into 16,531 common shares on March 1, 2026 (reported on Form 4 filed 2026-03-02). Of those shares, 6,214 were withheld/disposed to satisfy tax withholding at $60.84 per share, producing $378,060. The net increase in his common shares from this vesting/conversion was 10,317 shares (16,531 converted − 6,214 withheld).
• Transaction codes: M = exercise/conversion of derivative (RSU conversion into shares); F = payment of exercise price or tax liability (shares withheld to cover taxes). These were vesting/conversion events rather than open-market sales.

Key Details

• Transaction date: March 1, 2026; Form 4 filed March 2, 2026 (timely).
• Tax withholding: 6,214 shares withheld at $60.84/share = $378,060.
• Shares converted (acquired): 16,531 total (from multiple RSU awards).
• Net new shares to insider after withholding: 10,317 shares.
• Shares owned after transaction: not specified in the filing.
• Relevant footnotes: RSUs convert one-for-one into common shares (F1); dividend equivalents vest proportionately (F2); converted units came from grants on Feb 7, 2023 (F3), Mar 14, 2023 (F4 and performance-based F5), Feb 6, 2024 (F6), and Feb 12, 2025 (F7). The March 14, 2023 performance award vests based on multi-year book-value growth and relative TSR (vesting March 1, 2026).
• Filing status: timely (no late filing indicated).

Context

• This was a routine vesting/conversion of RSUs, not an open-market purchase or sale. The withholding of shares to cover taxes is common and is not the same as an intentional sale for cash. The Form 4 shows both the cancellation/disposition of the derivative RSUs and the acquisition of the underlying common shares.
• For investors: conversions/vestings are informative about executive compensation timing but do not necessarily indicate buying or selling sentiment.