Kinlaw Sheryl L 4
4 · CITIZENS, INC. · Filed Apr 2, 2026
Research Summary
AI-generated summary of this filing
Citizens (CIA) CLO Sheryl Kinlaw Receives RSUs; Shares Withheld for Taxes
What Happened
- Sheryl L. Kinlaw, Chief Legal Officer of Citizens, Inc. (CIA), had restricted stock units (RSUs) convert to shares on March 31, 2026 and received 13,664 shares from vested RSUs. On the same date she was also granted 13,916 new RSUs under the 2026 long‑term incentive plan.
- To satisfy tax withholding on the vested awards, 1,249 shares and 2,079 shares were surrendered at $5.03 per share, generating cash proceeds of $6,282 and $10,457 respectively (total withheld shares = 3,328; total proceeds = $16,739).
- Several derivative entries show $0.00 exercise price, which reflects RSU conversion (not a cash purchase). These transactions are routine vesting and withholding actions, not open‑market sales.
Key Details
- Transaction date: March 31, 2026. Form 4 filed April 2, 2026 (timely filing).
- Shares received via conversion: 5,128 and 8,536 (total 13,664). New RSU grant: 13,916 shares awarded (2026 LTIP).
- Shares withheld for taxes: 1,249 and 2,079 (total 3,328) at $5.03/share; total cash surrendered = $16,739.
- Footnotes indicate these RSUs relate to prior grants (2023–2025 awards vesting schedules) and the 2026 award; each RSU equals one share.
- Filing does not report total post‑transaction beneficial ownership on this summary (not provided here).
Context
- This is a typical vesting/tax‑withholding transaction: when RSUs vest they convert to shares and the company often withholds or sells a portion to cover taxes. That makes the withheld "dispositions" administrative, not discretionary sales.
- The $0.00 price on some derivative lines indicates conversion of RSUs (not a cash exercise). These transactions generally reflect compensation vesting rather than a signal of buying or selling intent.
Insider Transaction Report
Form 4
Kinlaw Sheryl L
Chief Legal Officer
Transactions
- Exercise/Conversion
Citizens, Inc. Class A Common Stock
[F1]2026-03-31+5,128→ 94,142 total - Tax Payment
Citizens, Inc. Class A Common Stock
2026-03-31$5.03/sh−1,249$6,282→ 92,893 total - Exercise/Conversion
Citizens, Inc. Class A Common Stock
[F2]2026-03-31+8,536→ 101,429 total - Tax Payment
Citizens, Inc. Class A Common Stock
2026-03-31$5.03/sh−2,079$10,457→ 99,350 total - Exercise/Conversion
Restricted Stock Units
[F3][F1]2026-03-31−5,128→ 10,256 total→ Class A Common Stock (5,128 underlying) - Exercise/Conversion
Restricted Stock Units
[F3][F2]2026-03-31−8,536→ 0 total→ Class A Common Stock (8,536 underlying) - Award
Restricted Stock Units
[F3][F4]2026-03-31+13,916→ 13,916 total→ Class A Common Stock (13,916 underlying)
Holdings
- 15,174
Restricted Stock Units
[F3][F5]→ Class A Common Stock (15,174 underlying) - 10,904
Restricted Stock Units
[F3][F6]→ Class A Common Stock (10,904 underlying)
Footnotes (6)
- [F1]On March 31, 2025, the reporting person was granted an award of RSUs under the Citizens, Inc. Omnibus Incentive Plan for the 2025 long-term incentive. The RSUs vest in three equal annual installments on the first anniversary of the date of the grant (March 31, 2026) an dthe second anniversary of the date of the grant (March 31, 2027) and the third anniversary of the date of the grant (March 31, 2028).
- [F2]On March 31, 2023, the reporting person was granted an award of restricted stock units, vesting in three equal annual installments on the first anniversary of the date of the grant (March 31, 2024) and the second anniversary of the date of the grant (March 31, 2025) and the third anniversary of the date of the grant (March 31, 2026).
- [F3]Each restricted stock unit represents a contingent right to receive one share of Citizens, Inc. Class A common stock.
- [F4]On March 31, 2026, the reporting person was granted an award of RSUs under the Citizens, Inc. Omnibus Incentive Plan for the 2026 long-term incentive. The RSUs vest in three equal annual installments on the first anniversary of the date of the grant (March 31, 2027) an dthe second anniversary of the date of the grant (March 31, 2028) and the third anniversary of the date of the grant (March 31, 2029).
- [F5]On March 28, 2024, the reporting person was granted an award of restricted stock units (RSUs) under the Citizens, Inc. Omnibus Incentive Plan for 2023 pay-for-performance. The RSUs vest in three equal annual installments on the first anniversary of the date of the grant (March 28, 2025) and the second anniversary of the date of the grant (March 28, 2026) and the third anniversary of the date of the grant (March 28, 2027).
- [F6]On March 28, 2024, the reporting person was granted an award of RSUs under the Citizens, Inc. Omnibus Incentive Plan for the 2024 long-term incentive. The RSUs vest in three equal annual installments on the first anniversary of the date of the grant (March 28, 2025) and the second anniversary of the date of the grant (March 28, 2026) and the third anniversary of the date of the grant (March 28, 2027).
Signature
/s/Sheryl Kinlaw, Chief Legal Officer|2026-04-02