Uchida T Christopher 4

What Happened
T. Christopher Uchida, Chief Financial Officer of Palomar Holdings (PLMR), had 5,660 shares issued from the conversion/vesting of a performance stock unit (derivative conversion) and was granted 8,431 restricted stock units (RSUs). Concurrently 2,103 shares were sold in an automatic sell-to-cover transaction for $119.88 each, generating $252,108. The acquired/conversion and grant shares show $0.00 per-share purchase price (i.e., compensation awards/vesting, not a cash purchase).

Key Details

• Transaction date: 2026-01-28; Form filed 2026-01-30. No indication the filing was late.
• Transactions reported:
  • Conversion of derivative (PSU vesting): 5,660 shares acquired @ $0.00 (M)
  • Open-market sale (sell-to-cover): 2,103 shares disposed @ $119.88 = $252,108 (S)
  • Grant/award (new RSU grant): 8,431 RSUs granted @ $0.00 (A)
• Shares owned after the transactions: not disclosed in the filing.
• Footnotes:
  • F1–F3 explain the PSU vesting and that the sell of 2,103 shares was automatic to satisfy mandatory tax withholding on vesting.
  • F2 notes the PSU was originally granted 1/31/2023 and vested based on service through 1/1/2026 and achievement of performance criteria.
  • F4 describes the new 8,431 RSU grant vests in three equal annual installments beginning one year after grant (1/28/2027, etc.).

Context
This was primarily a compensation event: PSUs vested (converted to shares) and a new RSU award was granted. The sale was a routine sell-to-cover to satisfy tax withholding obligations on the vested award, not a discretionary open-market sell for investment purposes. The RSU grant is subject to multi-year vesting and is not immediately tradable.