[Form 4] American Integrity Insurance Group, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Steven E. Smathers, a director of American Integrity Insurance Group, Inc. (AII), reported acquiring 886 restricted shares of the company's common stock on 09/09/2025 as director compensation under the 2025 Long-Term Incentive Plan. The shares were granted at a $0 purchase price and are subject to a 180-day lock-up under an agreement with the underwriters in connection with the issuer's initial public offering. After the reported transaction, Mr. Smathers beneficially owns 344,487 shares. The Form 4 was signed on 09/10/2025.

Positive

• Director equity alignment: Grant of 886 restricted shares aligns the reporting director's interests with shareholders under the 2025 LTIP.
• Transparency: Timely Form 4 filing with specific details on shares acquired, price, and lock-up condition.

Negative

• Lock-up restriction: The 180-day underwriter lock-up limits the reporting person's ability to sell these shares during that period.

Insights

Financial Analyst

TL;DR: Routine director equity grant aligns executive incentives; transaction appears immaterial to company capitalization.

The reported acquisition of 886 restricted shares at no cash purchase price represents compensation rather than a market purchase and is typical following an IPO to align directors with shareholders. The 180-day lock-up prevents immediate sale, preserving share stability in the post-IPO period. With total beneficial ownership of 344,487 shares, this incremental grant is small relative to typical public-company float and therefore unlikely to materially affect valuation or share supply.

Corporate Governance Expert

TL;DR: Standard governance practice: equity compensation for directors with IPO lock-up; ensures alignment and temporary sale restrictions.

The grant under the 2025 Long-Term Incentive Plan and the explicit 180-day underwriter lock-up are standard mechanisms to align director interests with long-term shareholder value while stabilizing the market after an IPO. The Form 4 disclosure is complete regarding the grant, ownership post-transaction, and the lock-up condition, meeting Section 16 reporting expectations.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Smathers Steven E

(Last) (First) (Middle)

5426 BAY CENTER DRIVE, SUITE 600

(Street)

TAMPA FL 33609

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
American Integrity Insurance Group, Inc. [ AII ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/09/2025		A		886(1)	A	$0	344,487	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of restricted stock of American Integrity Insurance Group, Inc. (the "Issuer") granted to the reporting person under the American Integrity Insurance Group, Inc. 2025 Long-Term Incentive Plan as director compensation. Such shares are subject to the 180-day lock-up provided for in the lock-up agreement with the several underwriters entered into by the reporting person in connection with the Issuer's initial public offering.

	/s/ Steven E. Smathers	09/10/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Who filed this Form 4 and what is their role at AII?

The Form 4 was filed by Steven E. Smathers, who is reported as a Director of American Integrity Insurance Group, Inc.

What transaction is reported on the Form 4 for AII?

The report documents the acquisition of 886 restricted shares of AII common stock on 09/09/2025 as director compensation under the 2025 Long-Term Incentive Plan.

What was the purchase price and how many AII shares does the reporting person own after the transaction?

The shares were granted at a $0 price and the reporting person beneficially owns 344,487 shares following the transaction.

Are there any restrictions on the shares acquired in the AII Form 4?

Yes. The 886 restricted shares are subject to a 180-day lock-up per the lock-up agreement with the underwriters related to the issuer's IPO.

When was the Form 4 signed and filed?

The Form 4 is signed by the reporting person on 09/10/2025 reflecting the transaction dated 09/09/2025.