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|4Feb 2, 7:38 PM ET

Armstrong Mac 4

4 · Palomar Holdings, Inc. · Filed Feb 2, 2026

Research Summary

AI-generated summary of this filing

Updated

Palomar (PLMR) CEO Armstrong Mac Sells Shares

What Happened

  • Mac Armstrong (CEO, Chairman and Director) had restricted stock units convert/exercise (reported as derivative conversions) totaling 14,771 shares on Jan 29 and Jan 31, 2026 (acquired at $0.00 on the Form 4 as these were vested RSUs).
  • The filing also reports three open-market sales totaling 7,604 shares: 2,460 shares on 2026-01-29 at $122.04 ($300,226), 2,939 shares on 2026-01-29 at $122.04 ($358,683) and 2,205 shares on 2026-01-31 at $121.74 ($268,445). Gross proceeds from those sales ≈ $927,354.
  • These transactions appear to be related to RSU vesting rather than a standalone bullish purchase; footnote F1 indicates that some shares were automatically sold by the company to cover statutory tax withholding upon vesting (a routine "sell‑to‑cover").

Key Details

  • Transaction dates/prices: 1/29/2026 and 1/31/2026; sales at ~$121.74–$122.04 per share.
  • Vested/converted shares: 14,771 RSUs converted to shares (reported as M/exercise conversions at $0.00).
  • Shares sold in open market: 7,604 shares for total proceeds ≈ $927,354.
  • Footnotes: F1 = mandatory sell‑to‑cover for tax withholding on RSU vesting; F2 notes 2,652 shares from the 2019 ESPP are included in holdings; F3–F5 describe original RSU grant schedules (vesting over 3 years).
  • Filing: Report shows Form 4 filed 2026-02-02 for transactions dated 1/29 and 1/31, 2026; no late filing flag is indicated in the filing.

Context

  • Code M (exercise/conversion of derivative) here reflects RSUs vesting/convert to common shares; some or all of the resulting shares were sold or withheld to satisfy taxes (sell‑to‑cover), which is routine and does not necessarily indicate a change in sentiment.
  • This filing documents sales and vesting rather than purchases; purchases (when present) are generally considered a stronger signal of insider conviction.
  • The report is for an executive (not a 10% owner), and the disclosures include standard RSU vesting schedules and ESPP holdings.

Insider Transaction Report

Form 4
Period: 2026-01-29
Palomar Holdings, Inc.PLMR
Armstrong Mac
DirectorCEO and Chairman
Transactions
  • Exercise/Conversion

    Common Stock (RSUs)

    [F2]
    2026-01-29+4,786→ 96,523 total
  • Sale

    Common Stock (RSUs)

    [F1][F2]
    2026-01-29$122.04/sh−2,460$300,226→ 94,063 total
  • Exercise/Conversion

    Common Stock (RSUs)

    [F2]
    2026-01-29+5,719→ 99,782 total
  • Sale

    Common Stock (RSUs)

    [F1][F2]
    2026-01-29$122.04/sh−2,939$358,683→ 96,843 total
  • Exercise/Conversion

    Common Stock (RSUs)

    [F2]
    2026-01-31+4,266→ 101,109 total
  • Sale

    Common Stock (RSUs)

    [F1][F2]
    2026-01-31$121.74/sh−2,205$268,445→ 98,904 total
  • Exercise/Conversion

    Restricted Stock Units (RSUs)

    [F3]
    2026-01-29−4,786→ 4,787 total
    Exercise: $0.00→ Common Stock (4,786 underlying)
  • Exercise/Conversion

    Restricted Stock Units (RSUs)

    [F4]
    2026-01-29−5,719→ 11,437 total
    Exercise: $0.00→ Common Stock (5,719 underlying)
  • Exercise/Conversion

    Restricted Stock Units (RSUs)

    [F5]
    2026-01-31−4,266→ 0 total
    Exercise: $0.00→ Common Stock (4,266 underlying)
Holdings

  • Common Stock

    [F2]
    91,737

  • Common Stock

    (indirect: By Trust)
    348,388
Footnotes (5)
  • [F1]Represents shares automatically sold by the Company on behalf of the Reporting Person pursuant to a mandatory sell-to-cover provision in the RSU award agreement required to cover minimum statutory tax withholding obligations that became due upon the RSU vesting event.
  • [F2]Includes 2,652 shares purchased pursuant to the Palomar Holdings, Inc. 2019 Employee Stock Purchase Plan (ESPP).
  • [F3]The original RSU grant was for 14,360 shares on 1/29/2024. 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.
  • [F4]The original RSU grant was for 17,156 shares on 1/29/2025. 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.
  • [F5]The original RSU grant was for 12,798 shares on 1/31/2023. 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|2026-02-02

Documents

1 file
  • 4
    marketforms-71991.xmlPrimary

    PRIMARY DOCUMENT