Varga Stephen Albert 4

What Happened

• Stephen Albert Varga, Vice President – MIS at Safety Insurance Group, was granted stock awards and performance shares (totaling 2,581 + 2,973 = 5,554 shares) effective February 25, 2026. These awards were recorded at $0 (they are restricted/performance-based grants).
• To satisfy tax liabilities related to vesting/award settlement, Varga had a series of shares delivered/sold (payment of tax liability): 477, 102, 475, 41 and 428 shares on various dates, generating cash/value totaling about $117,405. There is also an “other acquisition/disposition” of 2,420 shares reported at $0 (see footnotes for details on treatment).

Key Details

• Transaction dates and amounts:
  • Awards granted: 2/25/2026 — 2,581 restricted shares; 2/25/2026 — 2,973 performance/restricted shares (grants reported at $0).
  • Tax-withholding/stock deliveries (disposed): 2/24/2026 (477 @ $76.94 = $36,700; 102 @ $77.43 = $7,898), 2/27/2026 (475 @ $77.42 = $36,775), 3/02/2026 (41 @ $76.18 = $3,123; 428 @ $76.89 = $32,909). Total value ≈ $117,405.
  • Other reported disposition: 2/25/2026 — 2,420 shares (other acquisition/disposition) reported at $0.
• Shares owned after the transactions: Not specified in the provided excerpt of the filing.
• Notable footnotes:
  • F1: Final performance-share amounts approved 2/25/2026 for awards granted in 2023 (three‑year performance period ended 12/31/2025).
  • F2/F3: Some awards are restricted stock and performance awards with multi-year vesting or performance periods (vesting installments through 2029 or performance period through 12/31/2028).
  • F4: Securities were delivered in payment of tax liabilities (i.e., shares withheld/surrendered for taxes).
  • F5: Some sales may have been pursuant to a Rule 10b5‑1 trading plan adopted 9/25/2025.
  • F6–F10: Filing discloses weighted-average sale price ranges for multiple same‑day open-market sales; per‑price breakdowns are available upon request.
• Filing timeliness: The Form 4 was filed 2026-03-03; the filing does not indicate a late‑filing flag in the provided excerpt.

Context

• These transactions are primarily awards and tax-withholding actions — not straightforward open-market purchases. When companies issue restricted or performance shares, it’s common for recipients to have a portion of shares withheld or sold to cover taxes (a routine administrative action, not necessarily a signal of sentiment).
• The performance shares were subject to prior multi-year performance periods (per F1/F3). The filing shows final shares approved and then awards recorded; some shares were retained subject to future vesting schedules (see F2/F3 for vesting timelines).
• Where the filing references sales/weighted-average prices and a 10b5‑1 plan, those indicate some shares may have been sold on the open market (same‑day sales) under preset arrangements rather than discretionary selling.