Baker Alexander James 4

4 · Hamilton Insurance Group, Ltd. · Filed Feb 26, 2026

AI-generated summary of this filing

Updated Feb 26, 2026

Hamilton (HG) Exec Baker Receives Award of 26,370 Shares

What Happened

Baker Alexander James, CEO of Hamilton Global Specialty, was issued 26,370 shares on Feb 24, 2026 as the result of vested performance stock units (PSUs). The award was recorded at $0.00 acquisition cost (compensation grant).
Of those shares, 12,394 were withheld/disposed to satisfy tax withholding obligations at $30.55 per share, totaling approximately $378,637. This withholding is reported as a disposition (code F).

Key Details

Transaction date: February 24, 2026; Form 4 filed Feb 26, 2026 (timely within the usual 2-business-day window).
Award: 26,370 shares granted (code A) at $0.00 acquisition price.
Withholding/disposition: 12,394 shares withheld (code F) at $30.55, proceeds ≈ $378,637.
Shares owned after transaction: not specified in the provided filing.
Notable footnotes:
- F1: PSUs vested based on HG’s annualized underwriting return on capital for the 3‑year period ending Dec 31, 2025; the return was 8.6%, producing a payout at 200% of target.
- F2: Award includes restricted stock units.
- F3: The 12,394-share disposition represents withholding to satisfy tax obligations arising from PSU vesting.
- F4: The issuer used a closing price (noted as Feb 24, 2025 in the footnote) to determine the number of shares withheld for taxes.

Context

These transactions are compensation-related: PSUs vested based on multi-year performance, and the company withheld shares to cover taxes. Withholding sales are routine administrative actions and do not necessarily signal an insider selling for investment reasons.
The primary action is an award/acquisition (not a market purchase). The reported disposal was for tax withholding (cashless retention), not an open-market sale.

Form 4

Period: 2026-02-24

CEO, Hamilton Global Specialty

Transactions

Award
Class B Common Shares
[F1][F2]
2026-02-24+26,370→ 108,440 total
Tax Payment
Class B Common Shares
[F3][F4][F2]
2026-02-24$30.55/sh−12,394$378,637→ 96,046 total

Footnotes (4)

[F1]Represents shares acquired upon the certification by Hamilton Insurance Group, Ltd. ("HG") for the satisfaction of performance criteria underlying an award of performance stock units ("PSUs") previously granted to the reporting person under the terms of the HG Equity Incentive Plan. The reporting person's PSUs are earned based on the HG annualized underwriting return on capital for the 3-year performance period ending on December 31, 2025. HG confirmed the annualized underwriting return on capital for the 3-year performance period ending on December 31, 2025, was 8.6%, resulting in a performance payout at 200% of target.
[F2]Includes restricted stock units.
[F3]Represents shares withheld to satisfy tax obligations arising out of the vesting of the reporting person's PSUs.
[F4]Represents the closing price per share on February 24, 2025, used to determine the number of shares to be withheld by the issuer to satisfy tax withholding obligations.

Signature

/s/ Gemma Carreiro, Attorney-in-Fact|2026-02-26

1 file