HAUSHILL MARK W 4

What Happened

• Mark W. Haushill, Chief Financial Officer of Skyward Specialty Insurance Group (SKWD), received shares when Performance Share Units (PSUs) vested and settled on May 6, 2026. The filing reports 5,036 shares acquired through PSU settlement (derivative conversion at $0 exercise price).
• To satisfy tax withholding obligations, 1,982 of those shares were withheld (disposed) at $43.68 per share, totaling $86,574. The filing also reports a related derivative conversion entry for 3,787 PSUs tied to an award granted Feb 27, 2023 that vested as of Dec 31, 2025. This was an award/settlement event, not an open-market purchase or sale.

Key Details

• Transaction date: May 6, 2026; Form 4 filed May 8, 2026 (appears timely).
• Derivative conversions/exercise price: reported as $0.00 (standard for PSU settlement).
• Withheld shares for taxes: 1,982 shares @ $43.68 = $86,574.
• Implied gross value of shares credited on settlement (using $43.68/share): ~ $219,972 (5,036 × $43.68) — approximate based on the per-share value used for withholding.
• Shares owned after transaction: not reported in the provided excerpt.
• Notable footnotes:
  • F1/F3: PSUs settle into common stock (1 PSU = 1 share).
  • F2: The 1,982-share disposition was mandated withholding to cover taxes (not a discretionary sale).
  • F4: The 3,787-PSU award was granted Feb 27, 2023, subject to performance through 2025 and vested Dec 31, 2025; settlement finalized after committee certification.

Context

• This was a routine PSU vesting/settlement with mandatory tax withholding—common for equity compensation. It should not be read as an open-market sale motivated by liquidity needs or market views; the withheld shares were surrendered solely to cover taxes.