Herve Rodolphe 4

What Happened
Herve Rodolphe, Chief Operating Officer of Palomar Holdings (PLMR), had 1,020 restricted stock units (RSUs convert/derivative) vest on 2026-01-29 and those RSUs were converted into 1,020 common shares. Of those, 425 shares were sold in an automatic sell-to-cover at $122.04 per share for proceeds of $51,868. Net from the vesting event he retained 595 shares (1,020 vested − 425 sold). The RSU conversion shows $0 exercise price (typical for RSU vesting).

Key Details

• Transaction date: 2026-01-29; Filing date: 2026-02-02 (filed timely).
• Sales: 425 shares sold at $122.04 each for $51,868.
• Vesting/conversion: 1,020 RSUs converted to 1,020 shares (derivative conversion, code M).
• Net shares retained from this event: 595 shares.
• Footnotes:
  • F1: The 425-share sale was an automatic sell-to-cover by the company to satisfy mandatory tax withholding on vesting.
  • F2: Form notes 224 shares were acquired earlier under the 2019 ESPP and are included in reported holdings.
  • F3: The original RSU grant was 3,060 shares on 1/29/2025, vesting in three annual tranches of 1,020 shares each.
• Filing timeliness: Report covers 1/29/2026 transactions and was filed on 2/2/2026 (meets the 2-business-day Form 4 deadline).

Context

• These entries reflect an RSU vesting event with a routine sell-to-cover for tax withholding rather than a discretionary open-market sale. The derivative code (M) denotes conversion/exercise of RSUs/options; because the shares were immediately issued and some sold to cover taxes, this functions like a cashless/automatic tax-withholding settlement.
• Such mandatory sell-to-cover transactions are common and primarily administrative; they do not necessarily indicate the insider’s discretionary view on the stock.