American Integrity (AII) CEO has shares withheld for RSU tax obligations

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

American Integrity Insurance Group, Inc. reported a routine insider equity adjustment by Chief Executive Officer Robert C. Ritchie. On May 7, 2026, 2,921 shares of common stock were withheld by the company at $19.67 per share to cover tax obligations arising from the vesting of restricted stock units. According to the filing, no shares were sold in the market as part of this event.

After this tax-withholding disposition, Ritchie directly owns 2,433,997 shares of the company’s common stock. The transaction reflects standard tax treatment of equity compensation rather than a discretionary buy or sell decision.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Ritchie Robert C

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	2,921	$19.67	$57K

Holdings After Transaction: Common Stock — 2,433,997 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares withheld for taxes: 2,921 shares Withholding price per share: $19.67 per share Shares owned after transaction: 2,433,997 shares +1 more

4 metrics

Shares withheld for taxes 2,921 shares Common stock withheld on May 7, 2026 for RSU tax obligations

Withholding price per share $19.67 per share Value used for 2,921 withheld shares of common stock

Shares owned after transaction 2,433,997 shares Direct common stock holdings by CEO after tax withholding

Tax-withholding transactions 1 transaction, 2,921 shares Summary of F-code tax withholding events in this Form 4

Key Terms

restricted stock units, tax withholding obligations, tax-withholding disposition, Form 4

4 terms

restricted stock units financial

"to satisfy tax withholding obligations in connection with the vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting"

tax-withholding disposition financial

"transaction_action: tax-withholding disposition for 2,921 shares of common stock"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 regulatory

"INSIDER FILING DATA (Form 4) reporting the CEO’s equity-related transaction"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

05/11/2026 - 04:15 PM

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
Estimated average burden
hours per response:			0.5

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^*

Ritchie Robert C

(Last)

(First)

(Middle)

3000 BAYPORT DRIVE, SUITE 500

(Street)

TAMPA

FLORIDA

33607

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/07/2026		F		2,921⁽¹⁾	D	$19.67	2,433,997	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares of common stock, par value $0.001, of American Integrity Insurance Group, Inc. (the "Issuer") withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of restricted stock units. No shares were sold in this transaction.

	/s/ Robert C. Ritchie	05/11/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did AII CEO Robert C. Ritchie report on this Form 4?

Robert C. Ritchie reported a tax-withholding disposition of 2,921 shares of American Integrity Insurance Group common stock. The shares were withheld by the company to satisfy tax obligations from vested restricted stock units, with no open-market sale involved.

How many AII shares were withheld for taxes from the CEO’s equity award?

A total of 2,921 AII common shares were withheld to cover tax obligations. This occurred in connection with the vesting of restricted stock units, meaning the company retained those shares instead of the CEO selling stock in the market to pay taxes.

Did the AII CEO sell any shares in the reported Form 4 transaction?

No shares were sold in the reported transaction. The filing specifies that the 2,921 shares were withheld by American Integrity Insurance Group solely to satisfy tax withholding obligations arising from restricted stock unit vesting, not as an open-market sale by the CEO.

How many AII shares does CEO Robert C. Ritchie own after this Form 4 event?

Following the tax-withholding transaction, Robert C. Ritchie directly owns 2,433,997 shares of American Integrity Insurance Group common stock. This figure reflects his direct holdings after 2,921 shares were withheld by the issuer for equity award tax obligations.

What does transaction code F mean in the AII CEO’s Form 4 filing?

Transaction code F indicates payment of an exercise price or tax liability by delivering securities. In this case, 2,921 American Integrity Insurance Group shares were withheld by the issuer to cover tax withholding on vested restricted stock units, rather than being sold on the market.