Haveron Patrick J 4

What Happened
Patrick J. Haveron, President and Chief Financial Officer of Kestrel Group Ltd (KG), was issued restricted share awards (RSAs) totaling 145,788 shares (97,192 + 48,596) on March 18, 2026. In connection with a vesting/settlement event, 19,473 shares (6,724 on 2026-03-14 and 12,749 on 2026-03-18) were withheld to satisfy tax withholding obligations at prices of $10.48 and $9.96, respectively, generating withholding values of $70,468 and $126,980 (total $197,448). The RSA grants were issued at $0.00 per share (i.e., awards, not purchases).

Key Details

• Transaction dates and prices:
  • 2026-03-14: 6,724 shares withheld for taxes at $10.48 -> $70,468 (disposition code F)
  • 2026-03-18: 97,192 shares issued as RSA at $0.00 -> $0 (acquisition code A)
  • 2026-03-18: 12,749 shares withheld for taxes at $9.96 -> $126,980 (disposition code F)
  • 2026-03-18: 48,596 shares issued as RSA at $0.00 -> $0 (acquisition code A)
• Shares owned after transaction: Not disclosed in this filing.
• Footnotes / notable items:
  • Withheld shares (F1, F3) were used to satisfy tax withholding obligations and are not open-market sales.
  • The issued shares are Restricted Share Awards (RSAs) subject to vesting/forfeiture:
    • Some RSAs vest in substantially equal installments with the first installment on the grant date and remaining on the first two anniversaries (F2).
    • Other RSAs vest in substantially equal installments on the first three anniversaries of the grant date (F4).
• Filing: Form 4 filed 2026-03-20 reporting transactions from mid-March 2026; the filing does not indicate a late filing status.

Context:

• These transactions reflect receipt of restricted stock awards and routine tax withholding (cashless settlement), not open-market selling or buying. RSAs are compensation grants with vesting conditions; they are not the same as an outright purchase and don’t necessarily signal a change in the insider’s market view.