STOCK TITAN

Citizens (NYSE: CIA) COO converts 2,626 RSUs, withholds shares

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CITIZENS, INC. (CIA) reported insider equity compensation activity by Chief Operations Officer Bryon Matthew Lewis. On August 15, 2026, he exercised 2,626 restricted stock units, receiving an equal number of shares of Citizens Class A common stock.

On the same date, 640 shares of Class A common stock were delivered or withheld at $3.97 per share to pay the exercise price or associated tax liability. The filing also lists several outstanding restricted stock unit awards under the Citizens, Inc. Omnibus Incentive Plan that continue to represent rights to receive shares of Class A common stock as they vest over future dates.

Positive

  • None.

Negative

  • None.
Insider Lewis Bryon Matthew
Role Chief Operations Officer
Type Security Shares Price Value
Exercise Restricted Stock Units F1, F2 2,626 $0.00 $0.00
Exercise Citizens, Inc. Class A Common Stock F1 2,626 -- --
Exercise Price or Tax Liability Citizens, Inc. Class A Common Stock 640 $3.97 $3K
holding Restricted Stock Units F1, F3 -- -- --
holding Restricted Stock Units F1, F4 -- -- --
holding Restricted Stock Units F1, F5 -- -- --
holding Restricted Stock Units F1, F6 -- -- --
Holdings After Transaction: Restricted Stock Units — 17,622 shares (Direct); Citizens, Inc. Class A Common Stock — 12,766.8062 shares (Direct)
Footnotes (6)
  1. F1. Each restricted stock unit represents a contingent right to receive one share of Citizens, Inc. Class A common stock.
  2. F2. On August 15, 2023, the reporting person was granted an award of restricted stock units, vesting in three equal annual installments on the first anniversary date of the grant (August 15, 2024) and the second anniversary date of the grant (August 15, 2025) and the third anniversary date of the grant (August 15, 2026)
  3. F3. On March 28, 2024, the reporting person was granted an award of restricted stock units (RSUs) under the Citizens, Inc. Omnibus Incentive Plan for 2023 pay-for-performance. The RSUs vest in three equal annual installments on the first anniversary of the date of the grant (March 28, 2025) and the second anniversary of the date of the grant (March 28, 2026) and the third anniversary of the date of the grant (March 28, 2027).
  4. F4. On March 28, 2024, the reporting person was granted an award of RSUs under the Citizens, Inc. Omnibus Incentive Plan for the 2024 long-term incentive. The RSUs vest in three equal annual installments on the first anniversary of the date of the grant (March 28, 2025) and the second anniversary of the date of the grant (March 28, 2026) and the third anniversary of the date of the grant (March 28, 2027).
  5. F5. On March 31, 2025, the reporting person was granted an award of RSUs under the Citizens, Inc. Omnibus Incentive Plan for the 2025 long-term incentive. The RSUs vest in three equal annual installments on the first anniversary of the date of the grant (March 31, 2026) an dthe second anniversary of the date of the grant (March 31, 2027) and the third anniversary of the date of the grant (March 31, 2028).
  6. F6. On March 31, 2026, the reporting person was granted an award of RSUs under the Citizens, Inc. Omnibus Incentive Plan for the 2026 long-term incentive. The RSUs vest in three equal annual installments on the first anniversary of the date of the grant (March 31, 2027) an dthe second anniversary of the date of the grant (March 31, 2028) and the third anniversary of the date of the grant (March 31, 2029).
RSUs exercised 2,626 units Restricted stock units converted into Class A common stock on August 15, 2026
Shares delivered/withheld 640 shares Class A shares used for exercise price or tax liability at $3.97 per share
Exercise or tax price $3.97 per share Price applied to 640 Class A shares delivered or withheld
Outstanding RSUs block 1 2,589 underlying shares Restricted stock units referencing Class A common stock, direct ownership
Outstanding RSUs block 2 4,673 underlying shares Restricted stock units under Omnibus Incentive Plan, direct ownership
Outstanding RSUs block 3 4,396 underlying shares Restricted stock units under Omnibus Incentive Plan, direct ownership
Outstanding RSUs block 4 5,964 underlying shares Restricted stock units under Omnibus Incentive Plan, direct ownership
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share"
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.
Omnibus Incentive Plan financial
"RSUs under the Citizens, Inc. Omnibus Incentive Plan for 2023 pay-for-performance"
An omnibus incentive plan is a single, flexible program a company uses to give employees and executives different types of pay tied to performance — for example stock options, restricted shares, cash bonuses and other awards — all governed by one set of rules. It matters to investors because it determines how many new shares may be created, how leaders are motivated and how much the company will spend on compensation over time; think of it as a master toolbox that affects both costs and the total share supply.
pay-for-performance financial
"Omnibus Incentive Plan for 2023 pay-for-performance. The RSUs vest in three equal"
long-term incentive financial
"granted an award of RSUs under the Citizens, Inc. Omnibus Incentive Plan for the 2024 long-term incentive"
Long-term incentive is a form of pay awarded to executives and key employees that vests over several years and is tied to company performance, often paid in stock or stock-linked awards. It matters to investors because it shapes management’s motivation and risk-taking, can dilute existing shares, and affects future cash flow and company governance—think of it as a multi-year performance bonus that aligns leaders’ rewards with shareholder returns.

FAQ

What insider transactions did CIA report for Bryon Matthew Lewis on August 15, 2026?

On August 15, 2026, Bryon Matthew Lewis exercised 2,626 restricted stock units into an equal number of Citizens Class A common shares. The filing also reports 640 shares delivered or withheld to cover the exercise price or related tax liability.

How many Citizens, Inc. (CIA) RSUs did the COO convert to common stock?

The COO converted 2,626 restricted stock units into 2,626 shares of Citizens Class A common stock. Each restricted stock unit represents a contingent right to receive one share of Citizens, Inc. Class A common stock upon vesting and settlement.

At what price were CIA shares used to cover the exercise price or taxes?

The filing shows 640 shares of Citizens Class A common stock delivered or withheld at $3.97 per share. These shares were used as payment of the exercise price or associated tax liability in connection with the equity compensation transaction.

Does the CIA Form 4 show remaining restricted stock units for the COO?

Yes. The Form 4 lists outstanding restricted stock unit awards covering 2,589, 4,673, 4,396, and 5,964 underlying Class A shares. These RSUs vest in three equal annual installments under the Citizens, Inc. Omnibus Incentive Plan based on grant-specific schedules.

What compensation plans are referenced in the CIA insider transaction filing?

The filing references the Citizens, Inc. Omnibus Incentive Plan. It notes RSU grants tied to 2023 pay-for-performance and the 2024, 2025, and 2026 long-term incentive programs, each vesting in three equal annual installments from their respective grant dates.

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SEC Form 4
FORM 4UNITED 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*
Lewis Bryon Matthew

(Last)(First)(Middle)
11815 ALTERRA PARKWAY, SUITE 1500

(Street)
AUSTIN TEXAS 78758

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CITIZENS, INC. [ CIA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Operations Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Citizens, Inc. Class A Common Stock08/15/2026M2,626A(1)13,406.8062D
Citizens, Inc. Class A Common Stock08/15/2026F640D$3.9712,766.8062D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)08/15/2026M2,626 (2) (2)Class A Common Stock2,626$00D
Restricted Stock Units(1) (3) (3)Class A Common Stock2,5892,589D
Restricted Stock Units(1) (4) (4)Class A Common Stock4,6734,673D
Restricted Stock Units(1) (5) (5)Class A Common Stock4,3964,396D
Restricted Stock Units(1) (6) (6)Class A Common Stock5,9645,964D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of Citizens, Inc. Class A common stock.
2. On August 15, 2023, the reporting person was granted an award of restricted stock units, vesting in three equal annual installments on the first anniversary date of the grant (August 15, 2024) and the second anniversary date of the grant (August 15, 2025) and the third anniversary date of the grant (August 15, 2026)
3. On March 28, 2024, the reporting person was granted an award of restricted stock units (RSUs) under the Citizens, Inc. Omnibus Incentive Plan for 2023 pay-for-performance. The RSUs vest in three equal annual installments on the first anniversary of the date of the grant (March 28, 2025) and the second anniversary of the date of the grant (March 28, 2026) and the third anniversary of the date of the grant (March 28, 2027).
4. On March 28, 2024, the reporting person was granted an award of RSUs under the Citizens, Inc. Omnibus Incentive Plan for the 2024 long-term incentive. The RSUs vest in three equal annual installments on the first anniversary of the date of the grant (March 28, 2025) and the second anniversary of the date of the grant (March 28, 2026) and the third anniversary of the date of the grant (March 28, 2027).
5. On March 31, 2025, the reporting person was granted an award of RSUs under the Citizens, Inc. Omnibus Incentive Plan for the 2025 long-term incentive. The RSUs vest in three equal annual installments on the first anniversary of the date of the grant (March 31, 2026) an dthe second anniversary of the date of the grant (March 31, 2027) and the third anniversary of the date of the grant (March 31, 2028).
6. On March 31, 2026, the reporting person was granted an award of RSUs under the Citizens, Inc. Omnibus Incentive Plan for the 2026 long-term incentive. The RSUs vest in three equal annual installments on the first anniversary of the date of the grant (March 31, 2027) an dthe second anniversary of the date of the grant (March 31, 2028) and the third anniversary of the date of the grant (March 31, 2029).
Remarks:
/s/Bryon Matthew Lewis08/18/2026
** Signature of Reporting PersonDate
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)