Skyward Specialty Insurance Group, Inc.·4

Feb 27, 4:05 PM ET

HAUSHILL MARK W 4

4 · Skyward Specialty Insurance Group, Inc. · Filed Feb 27, 2026

Research Summary

AI-generated summary of this filing

Updated

Skyward (SKWD) CFO Mark Haushill Exercises/Receives Awards

What Happened

  • Mark W. Haushill, EVP & CFO of Skyward Specialty Insurance Group (SKWD), settled previously granted performance stock units (PSUs) that vested and received shares, and on February 25, 2026 was granted new equity awards (one RSU award and two PSU awards). A portion of shares (1,436) was withheld/sold to cover tax withholding at $45.89 per share for total proceeds of $65,898.
  • The filing lists multiple derivative/settlement entries: 4,392 shares acquired via exercise/conversion and related entries for 3,787 shares tied to a 2023 PSU award that vested (per footnote). The new awards are each for 4,326 units (one RSU and two PSU grants), all granted 2/25/2026 and generally priced at $0.00 (standard for RSU/PSU grants).

Key Details

  • Transaction dates and amounts:
    • 2026-02-25: Settlement/conversion entries showing 4,392 shares acquired (derivative) and related 3,787-share conversion tied to a 2023 PSU award that vested. Also granted: 4,326 RSUs and two grants of 4,326 PSUs (each).
    • 2026-02-26: 1,436 shares were disposed/withheld for tax withholding at $45.89 per share = $65,898 (reported as code F).
  • Price/values: Awards and conversions reported at $0.00 (typical for RSU/PSU settlements/grants); withholding sale at $45.89/share.
  • Shares owned after the transactions: Not specified in the provided filing excerpt.
  • Important footnotes:
    • Withholding was mandatory and issuer-mandated to satisfy tax obligations (F2).
    • The 3,787-share entry stems from PSUs awarded on Feb 27, 2023 that fully vested on Dec 31, 2025 and settled after certification (F4).
    • New awards (2/25/2026): one RSU (vests 100% on Jan 1, 2029) and two PSU awards (each subject to performance, vesting by Dec 31, 2028 with potential payout ranges per footnotes F6–F8).
  • Timeliness: Form filed 2026-02-27 for transactions dated 2/25–2/26/2026; filing appears timely (not marked late).

Context

  • PSUs and RSUs are deferred equity awards: PSUs pay out shares based on performance targets; RSUs vest based on service. Footnotes indicate the settled PSUs were performance-based and the new PSUs have performance/service vesting windows.
  • The 1,436-share disposition was a tax-withholding transaction mandated by the issuer (routine practice) and should not be read as a discretionary sale signaling sentiment.
  • Transaction codes: A = award/grant, M = exercise/conversion of a derivative, F = payment of exercise price or tax liability (withholding).

Insider Transaction Report

Form 4
Period: 2026-02-25
HAUSHILL MARK W
EVP & CFO, Skyward Group
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-25+4,392137,848 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-26$45.89/sh1,436$65,898136,412 total
  • Exercise/Conversion

    2023 LTIP - PSUs

    [F3][F4]
    2026-02-253,7870 total
    Common Stock (3,787 underlying)
  • Award

    2026 LTIP - RSUs

    [F5][F6]
    2026-02-25+4,3264,326 total
    Common Stock (4,326 underlying)
  • Award

    2026 LTIP - PSUs

    [F7]
    2026-02-25+4,3264,326 total
    Common Stock (4,326 underlying)
  • Award

    2026 LTIP - PSUs

    [F8]
    2026-02-25+4,3264,326 total
    Common Stock (4,326 underlying)
Footnotes (8)
  • [F1]Represents the number of shares that were acquired by the Reporting Person in connection with the settlement of the Performance Share Units ("PSUs") listed in Line I of Table II.
  • [F2]The disposition reported on this Form 4 represents shares withheld to cover tax withholding obligations in connection with the vesting and settlement of the PSUs listed in Line I of Table II. The disposition is mandated by the Issuer and does not represent a discretionary transaction by the Reporting Person.
  • [F3]Each PSU represents the right to receive one share of the Issuer's Common Stock upon settlement.
  • [F4]On February 27, 2023, the Reporting Person was awarded 3,787 PSUs. The PSUs are subject to obtaining specified performance criteria from January 1, 2023 through December 31, 2025. The number of PSUs subject to vest under this award can range from 0% to 150% of the amount shown. This award fully vested on December 31, 2025 and settled upon certification by the Compensation Committee of the Board of Directors.
  • [F5]Each Restricted Stock Unit ("RSU") represents the right to receive one share of the Issuer's Common Stock upon settlement.
  • [F6]On February 25, 2026, the Reporting Person was granted an RSU Award in the amount of 4,326 RSUs. Subject to the Reporting Person's continuous service through the vesting date, 100% of the RSUs shall vest on January 1, 2029.
  • [F7]On February 25, 2026, the Reporting Person was granted 4,326 PSUs. Each PSU is equivalent to one share of the Issuer's Common Stock. The number of units subject to vest under this award can range from 0% to 200% of the amount shown based on the satisfaction of performance condition targets during the requisite service period. This award fully vests on December 31, 2028.
  • [F8]On February 25, 2026, the Reporting Person was granted 4,326 PSUs. Each PSU is equivalent to one share of the Issuer's Common Stock. The number of units subject to vest under this award can range from 0% to 200% of the amount shown based on the satisfaction of performance condition targets during the requisite service period. This award fully vests on December 31, 2028.
Signature
/s/ Stacy E. Skelton, Attorney-in-Fact|2026-02-27

Documents

1 file
  • 4
    form4-02272026_040203.xmlPrimary