Donaghy Stephen 4

4 · UNIVERSAL INSURANCE HOLDINGS, INC. · Filed Feb 26, 2026

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Universal Insurance (UVE) CEO Stephen Donaghy Receives Award

What Happened Stephen Donaghy, CEO and director of Universal Insurance Holdings, Inc. (ticker: UVE), received 47,919 shares on February 24, 2026 pursuant to performance-based units (PSUs) that vested following certification by the compensation committee. The PSUs covered the 2023–2025 performance period and vested at the maximum performance level. To satisfy the resulting tax withholding obligation, 14,213 of those shares were withheld (treated as a disposition) at $30.23 per share, a tax-withholding value of $429,659. The filing shows the award as an acquisition (A) and the withholding as tax payment (F).

Key Details

  • Transaction date: 2026-02-24 (filed 2026-02-26; filing within the standard two-business-day window).
  • Award: 47,919 shares issued (A) at $0.00 per share (award settlement).
  • Tax withholding: 14,213 shares withheld (F) at $30.23/share = $429,659.
  • Shares owned after transaction: Not stated in the filing.
  • Footnotes: PSUs were granted Mar 20, 2023 for fiscal 2023–2025; maximum performance achieved and the committee issued target shares plus a cash payment for amounts above target. Withheld shares satisfied tax withholding obligations.

Context PSUs are performance-based compensation that convert to stock (and sometimes cash) when performance goals are met; this was a settlement of vested PSUs rather than an open-market purchase or discretionary sale. Share withholding to cover taxes is a routine administrative step and not the same as a voluntary sale for cash.

Insider Transaction Report

Form 4
Period: 2026-02-24
Donaghy Stephen
DirectorCEO
Transactions
  • Award

    Common Stock

    [F1]
    2026-02-24+47,919702,880 total
  • Tax Payment

    Common Stock

    [F2]
    2026-02-24$30.23/sh14,213$429,659688,667 total
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.
Signature
/s/ Stephen Donaghy|2026-02-26

Documents

1 file
  • 4
    wk-form4_1772141380.xmlPrimary

    FORM 4