Tizzio Vincent C 4

What Happened Vincent C. Tizzio, President & CEO and a director of Axis Capital Holdings Ltd (AXS), received 60,662 performance-based restricted stock units (RSUs) that were treated as acquired on May 13, 2026, and vested in a single installment on June 1, 2026. To satisfy tax withholding/payment obligations tied to the vesting, 33,615 of those shares were disposed (withheld) at $95.90 per share: 31,029 shares for $2,975,681 and 2,586 shares for $247,997 — about $3.22 million in aggregate. The remaining 27,047 shares from this grant were retained (60,662 − 33,615 = 27,047).

Key Details

• Transactions:
  • 2026-05-13: Award/acquisition of 60,662 RSUs (reported as $0.00 per share).
  • 2026-06-01: Payment of tax/withholding — 31,029 shares disposed at $95.90 ($2,975,681).
  • 2026-06-01: Payment of tax/withholding — 2,586 shares disposed at $95.90 ($247,997).
• Net retained from this grant: 27,047 shares. Total shares owned after the transactions not disclosed in the filing.
• Footnote: The Human Capital and Compensation Committee determined on May 13, 2026 that performance criteria were satisfied for RSUs granted May 4, 2023; the RSUs vested on June 1, 2026 (footnote F1).
• Filing: Form 4 filed 2026-06-03; filing appears timely relative to the June 1 vesting/withholding.

Context These transactions reflect performance RSUs vesting and routine tax-withholding rather than an open-market sale for investment purposes. The "F" transaction code indicates shares were used to pay tax liabilities (common practice), so this is generally considered administrative rather than a directional insider sell signal.