Knutzen Jonathan 4
4 · Palomar Holdings, Inc. · Filed Jan 30, 2026
Research Summary
AI-generated summary of this filing
Palomar (PLMR) CRO Jonathan Knutzen Exercises Options, Sells Shares
What Happened
Jonathan Knutzen, Chief Risk Officer of Palomar Holdings (PLMR), had multiple equity transactions on January 28, 2026. He converted/exercised a derivative for 4,779 shares (acquired at $0), received a new grant of 5,897 restricted stock units (RSUs) (grant value reported as $0), and disposed of 1,535 shares in a sale at $119.88 per share for proceeds of $184,016. The sale appears related to tax withholding from a vesting/settlement event rather than a discretionary open-market trade.
Key Details
- Transaction date: 2026-01-28 (filed 2026-01-30) — filing appears timely (within two business days).
- Sale: 1,535 shares at $119.88 each, total $184,016. (Code S)
- Conversion/Exercise: 4,779 shares acquired via derivative conversion/exercise at $0. (Code M)
- Grant: 5,897 RSUs granted (reported as $0) on 1/28/2026; vesting schedule: 1/3 each year over three years. (Code A)
- Shares owned after the transactions: not specified in the provided excerpt of the filing.
- Notable footnotes included in the filing:
- F1: 1,386 shares purchased under the 2019 Employee Stock Purchase Plan (ESPP).
- F2–F3: Compensation Committee ratified that certain performance stock units (PSUs) vested based on financial performance and service through 1/1/2026; F3 explains the PSU award grant date was 1/31/2023.
- F4: Some shares were automatically sold by the company to satisfy mandatory sell-to-cover tax withholding obligations upon PSU vesting.
- F5: The RSU grant (5,897 shares) vests in three equal installments over the next three years, subject to continued service.
Context
- The filing shows a mix of events: PSUs/derivative conversion (vesting/settlement) and a contemporaneous RSU grant. The 1,535-share sale is described in the filing as a mandatory sell-to-cover for withholding taxes tied to the vesting/settlement—this is a common administrative action and not necessarily a signal of personal trading intent.
- For derivative/PSU events: the filing indicates shares were issued/converted from awards rather than purchased on the open market. New RSUs have multi-year time-based vesting, so they are subject to continued employment.
Insider Transaction Report
Form 4
Knutzen Jonathan
Chief Risk Officer
Transactions
- Exercise/Conversion
Common Stock (PSUs)
[F2][F3][F1]2026-01-28+4,779→ 26,344 total - Sale
Common Stock (PSUs)
[F4][F1]2026-01-28$119.88/sh−1,535$184,016→ 24,809 total - Award
Restricted Stock Units (RSUs)
[F5]2026-01-28+5,897→ 5,897 totalExercise: $0.00→ Common Stock (5,897 underlying)
Holdings
- 21,565
Common Stock
[F1]
Footnotes (5)
- [F1]Includes 1,386 shares purchased pursuant to the Palomar Holdings, Inc. 2019 Employee Stock Purchase Plan (ESPP).
- [F2]Represents the date on which the Compensation Committee ratified the achievement of certain company financial performance criteria related to a previously granted performance stock unit ("PSU") award causing the award to become vested.
- [F3]Represents the number of shares of common stock determined to have been earned and vested from a previously granted PSU award. The PSU award was granted on 1/31/2023 and vested based on i. the grantee completing the required service period through 1/1/2026 and ii. the Compensation Committee ratifying the number of shares earned based on the achievement of certain company financial performance criteria.
- [F4]Represents shares automatically sold by the Company on behalf of the Reporting Person pursuant to a mandatory sell-to-cover provision in the PSU award agreement required to cover minimum statutory tax withholding obligations that became due upon the PSU vesting event.
- [F5]The original RSU grant was for 5,897 shares on 1/28/2026. Subject to continuing service with the Company, the restricted stock units shall vest as follows: one-third (1/3) shall vest on the first year anniversary of the date of the grant; an additional one-third (1/3) shall vest on the second year anniversary of the date of the grant; and the final one-third (1/3) shall vest on the third year anniversary of the date of grant.
Signature
/s/ Angela Grant, Attorney-in-Fact|2026-01-30