AXIS Capital officer awarded 13,624 common shares

AXIS Capital Holdings Ltd. reported that Chief Admin and Legal Officer Brooks Conrad acquired common shares through equity awards.

Rhea-AI Filing Summary

AXIS Capital Holdings Ltd. reported that Chief Admin and Legal Officer Brooks Conrad acquired common shares through equity awards. On January 27, 2026, he received 4,682 common shares and 8,942 common shares at a price of $0 per share, increasing his direct holdings to 77,661 shares.

The company’s Human Capital and Compensation Committee determined that performance goals for performance-based restricted stock units granted on January 24, 2023 were met, and these units are scheduled to vest in a single installment on March 1, 2026.

Insider Trade Summary

Grant/Award: 13,624 shares

Grant/Award 2 txns

Insider Brooks Conrad D.

Role Chief Admin and Legal Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Shares	4,682	$0.00	$0.00
Grant/Award	Common Shares	8,942	$0.00	$0.00

Holdings After Transaction: Common Shares — 77,661 shares (Direct)

Footnotes (1)

1. F1. On January 27, 2026, the Company's Human Capital and Compensation Committee determined satisfaction of performance criteria for performance-based restricted stock units granted on January 24, 2023. The restricted stock units will vest in a single installment on March 1, 2026.

FAQ

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What insider transaction did AXIS Capital (AXS) disclose in this Form 4?

AXIS Capital disclosed that Chief Admin and Legal Officer Brooks Conrad acquired company shares via equity awards. He received 4,682 common shares and 8,942 common shares at $0 per share on January 27, 2026, increasing his direct ownership to 77,661 shares.

Who is the reporting person in the AXIS Capital (AXS) Form 4 filing?

The reporting person is Brooks Conrad, Chief Admin and Legal Officer of AXIS Capital Holdings Ltd. He is an officer, not a director or 10% owner, and the reported transactions reflect changes in his directly held common share ownership in the company.

How many AXIS Capital (AXS) shares does the officer own after the transaction?

Following the reported awards, Brooks Conrad beneficially owns 77,661 AXIS Capital common shares directly. This reflects the addition of 4,682 and 8,942 common shares granted at a price of $0 per share on January 27, 2026.

What was the price paid for the AXIS Capital (AXS) shares acquired?

The reported acquisitions were made at a price of $0 per share. This indicates the shares were received as part of compensation or equity awards, rather than purchased in the open market for cash consideration by the reporting officer.

What performance-based awards are referenced in the AXIS Capital (AXS) filing?

The filing notes performance-based restricted stock units granted on January 24, 2023. On January 27, 2026, the Human Capital and Compensation Committee determined that performance criteria were satisfied, and these units are scheduled to vest in a single installment on March 1, 2026.

Are the AXIS Capital (AXS) restricted stock units fully vested now?

No. The filing states the Human Capital and Compensation Committee determined that performance criteria were satisfied, but the performance-based restricted stock units granted January 24, 2023 will vest in a single installment on March 1, 2026, subject to that schedule.

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Accepted by SEC EDGAR 01/29/2026 - 04:06 PM Learn about SEC filing dates

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^*

Brooks Conrad D.

(Last) (First) (Middle)

C/O AXIS CAPITAL HOLDINGS LIMITED

29 RICHMOND ROAD, 3RD FLR

(Street)

PEMBROKE D0 HM 08

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AXIS CAPITAL HOLDINGS LTD [ AXS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Admin and Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2026

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 Shares	01/27/2026		A		4,682	A	$0	68,719	D
Common Shares	01/27/2026		A		8,942(1)	A	$0	77,661	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. On January 27, 2026, the Company's Human Capital and Compensation Committee determined satisfaction of performance criteria for performance-based restricted stock units granted on January 24, 2023. The restricted stock units will vest in a single installment on March 1, 2026.

Remarks:

	G. Christina Gray-Trefry, Attorney-in-Fact	01/29/2026
	** 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.
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