Carter Timothy 4

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

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Updated Feb 3, 2026

Palomar (PLMR) Chief People Officer Timothy Carter Sells 254 Shares

What Happened

Timothy Carter, Chief People Officer of Palomar Holdings (PLMR), had 610 restricted stock units (RSUs) convert to common shares on 2026-01-29 (recorded as an exercise/conversion of a derivative at $0.00). On the same day, 254 shares were sold in an open-market sale at $122.04 each, generating $30,999. The sale was a disposition reported on the Form 4.
The filing also lists a prior derivative entry dated 2025-01-29 for 610 shares (related to the RSU activity).

Key Details

Transaction dates and prices:
- 2026-01-29: 610 shares acquired via exercise/conversion of derivative (RSU vest) at $0.00.
- 2026-01-29: 254 shares sold (open market) at $122.04 per share, total proceeds $30,999.
- 2025-01-29: 610-share derivative transaction also reported (disposition).
Shares owned after the transaction: not specified in the provided data.
Notable footnotes:
- F1 — The 254 shares sold were automatically sold by the company to cover minimum statutory tax withholding upon the RSU vesting (mandatory sell-to-cover).
- F2 — Holdings include 105 shares purchased under Palomar’s 2019 ESPP.
- F3 — The original RSU grant was 1,829 shares on 1/29/2025, vesting in three equal annual installments (≈610 shares each year).
Filing timeliness: Form filed 2026-02-02 for the 2026-01-29 transaction — filed within the typical two business-day Form 4 reporting window.

Context

This was not an open-market purchase but an RSU vesting event with an automatic sell-to-cover for taxes. Such mandatory withholding sales are routine and do not necessarily signal insider sentiment about the company’s prospects.
For derivative entries: “exercise/conversion of derivative” here refers to RSUs converting into common shares at no purchase price; a portion was sold immediately to satisfy tax obligations.

Form 4

Period: 2026-01-29

Chief People Officer

Transactions

Exercise/Conversion
Restricted Stock Units (RSUs)
[F2]
2026-01-29+610→ 1,554 total
Sale
Restricted Stock Units (RSUs)
[F1][F2]
2026-01-29$122.04/sh−254$30,999→ 1,300 total
Exercise/Conversion
Restricted Stock Units (RSUs)
[F3]
2025-01-29−610→ 1,219 total
Exercise: $0.00→ Common Stock (610 underlying)

Holdings

Footnotes (3)

[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 105 shares purchased pursuant to the Palomar Holdings, Inc. 2019 Employee Stock Purchase Plan (ESPP).
[F3]The original RSU grant was for 1,829 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.

Signature

Angela Grant, Attorney-in-Fact|2026-02-02

1 file