DOWNES SEAN P 4
4 · UNIVERSAL INSURANCE HOLDINGS, INC. · Filed Feb 26, 2026
Research Summary
AI-generated summary of this filing
Universal Insurance (UVE) Exec Chairman Sean Downes Receives Award
What Happened Sean P. Downes, Executive Chairman and Director of Universal Insurance Holdings, received 27,382 shares of common stock on Feb 24, 2026 upon the vesting of performance-based units (PSUs) granted March 20, 2023 for the 2023–2025 performance period. The PSUs vested at the maximum performance level; the company issued the target number of shares and made a cash payment for amounts earned in excess of target. To satisfy tax withholding obligations, 6,863 of the issued shares were withheld (disposed) at $30.23 per share, equal to $207,468.
Key Details
- Transaction date: 2026-02-24; filing date: 2026-02-26 (filed within the typical 2-business-day Form 4 window).
- Award: 27,382 shares issued (code A) at $0.00 per share as settlement of vested PSUs.
- Tax withholding: 6,863 shares withheld/disposed (code F) at $30.23 each = $207,468.
- Footnotes: F1 — PSUs were performance-based for fiscal 2023–2025, vested after committee certification; F2 — shares were withheld to satisfy tax withholding.
- Shares owned after transaction: not specified in the filing.
Context These shares result from the routine vesting and settlement of performance awards tied to company metrics, not an open-market purchase or sale; the withholding of shares for taxes is a common administrative step when equity awards vest. This filing reflects compensation settlement rather than a discretionary sale or buy that might signal a change in insider sentiment.
Insider Transaction Report
- Award
Common Stock
[F1]2026-02-24+27,382→ 1,225,894 total - Tax Payment
Common Stock
[F2]2026-02-24$30.23/sh−6,863$207,468→ 1,219,031 total
- 2,000(indirect: By Spouse)
Common Stock
- 48,000(indirect: By Children)
Common Stock
Footnotes (2)
- [F1]Represents shares of Common Stock issued pursuant to the performance-based units ("PSUs") previously granted on March 20, 2023 for performance over fiscal 2023 through 2025 performance period. These PSUs vested on February 24, 2026, following certification by the Issuer's compensation committee. The maximum performance threshold was achieved. As permitted by the terms of the awards, the compensation committee issued the target number of shares of Common Stock subject to the PSUs and a cash payment in respect of PSUs earned in excess of target in settlement of the award.
- [F2]These shares of Common Stock were withheld to satisfy the tax withholding obligation in connection with the settlement of vested PSUs into shares of Common Stock.