HAUSHILL MARK W 4

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).