AXIS Capital (AXS) CEO Vincent Tizzio reports new stock awards in Form 4

Rhea-AI Filing Summary

AXIS Capital Holdings President and CEO Vincent C. Tizzio reported stock-based compensation tied to prior performance awards. On January 27, 2026, he acquired 37,069 common shares and a further 20,638 common shares at a price of $0 per share, reflecting equity awards rather than open‑market buying. After these transactions, he directly held 169,584 common shares. The company’s Human Capital and Compensation Committee determined that performance criteria for performance-based restricted stock units granted on January 24, 2023 were satisfied, and those units are scheduled to vest in a single installment on March 1, 2026.

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

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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^*

Tizzio Vincent C

(Last) (First) (Middle)

C/O AXIS CAPITAL HOLDINGS LIMITED

1166 AVENUE OF THE AMERICAS, 17TH FLR

(Street)

NEW YORK NY 10036

(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)

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

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		37,069	A	$0	148,946	D
Common Shares	01/27/2026		A		20,638(1)	A	$0	169,584	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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FAQ

What insider transaction did AXIS Capital (AXS) report for its CEO?

AXIS Capital reported that President and CEO Vincent C. Tizzio acquired common shares as equity compensation. On January 27, 2026, he received two grants of AXIS common shares at $0 per share, increasing his directly held stake in the company.

How many AXIS Capital (AXS) shares does the CEO own after this Form 4?

Following the reported transactions, Vincent C. Tizzio directly beneficially owns 169,584 AXIS Capital common shares. This figure reflects his holdings after receiving additional stock awards recorded on January 27, 2026, as disclosed in the Form 4 filing.

What was the price of the AXIS Capital (AXS) shares acquired by the CEO?

The AXIS Capital common shares reported in this filing were acquired at $0 per share. This indicates they were issued as equity compensation or awards, not purchased on the open market for cash consideration, consistent with the performance-based restricted stock unit structure.

What performance awards are referenced in the AXIS Capital (AXS) Form 4 footnote?

The footnote explains that on January 27, 2026, AXIS Capital’s Human Capital and Compensation Committee determined satisfaction of performance criteria for performance-based restricted stock units granted on January 24, 2023, which are scheduled to vest in a single installment on March 1, 2026.

When will the AXIS Capital (AXS) performance-based restricted stock units vest?

The performance-based restricted stock units referenced in the filing are scheduled to vest on March 1, 2026. They relate to awards originally granted on January 24, 2023, for which the company’s Human Capital and Compensation Committee confirmed performance satisfaction on January 27, 2026.

What role does the AXIS Capital (AXS) CEO hold according to this filing?

According to the Form 4, Vincent C. Tizzio serves as both a Director and an Officer of AXIS Capital Holdings Ltd., with the officer title of President and CEO. His dual role is explicitly checked and described in the relationship section.