Citizens (NYSE: CIA) CEO exercises RSUs and reports updated share stake

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Form Type

Rhea-AI Filing Summary

Citizens, Inc. President & CEO Jon Stenberg reported compensation-related equity activity involving restricted stock units and common shares. On March 18, 2026, he exercised 45,249 restricted stock units into the same number of Class A common shares at an exercise price of $0.0000 per share.

To cover tax obligations from this vesting, 11,944 Class A shares were disposed of at $4.63 per share through share withholding rather than an open-market sale. After these transactions, Stenberg directly held 242,235 Class A common shares.

He also reported indirect ownership of 130,100 Class A shares held by his spouse. In addition, he retained unexercised restricted stock units covering 40,619 and 39,560 underlying Class A shares, which vest in installments under the Citizens, Inc. Omnibus Incentive Plan.

Insider Trade Summary

Net Buyer: 33,305 shares

Net Buy 6 txns

Insider Stenberg Jon

Role President & CEO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	45,249	$0.00	$0.00
Exercise	Citizens, Inc. Class A Common Stock	45,249	$0.00	$0.00
Exercise Price or Tax Liability	Citizens, Inc. Class A Common Stock	11,944	$4.63	$55K
holding	Restricted Stock Units	--	--	--
holding	Restricted Stock Units	--	--	--
holding	Citizens, Inc. Class A Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 125,428 shares (Direct); Citizens, Inc. Class A Common Stock — 242,235 shares (Direct); Citizens, Inc. Class A Common Stock — 130,100 shares (Indirect, Spouse)

Footnotes (4)

F1. Each restricted stock unit represents a contingent right to receive one share of Citizens, Inc. Class A common stock.
F2. On March 18, 2024, the reporting person was granted an award of restricted stock units, vesting in three equal annual installments on the first anniversary of the date of the grant (March 18, 2025) and the second anniversary of the date of the grant (March 18, 2026) and the third anniversary of the date of the grant (March 18, 2027).
F3. 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).
F4. 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).

FAQ

What did Citizens, Inc. CEO Jon Stenberg report in this Form 4 for CIA?

Jon Stenberg reported exercising 45,249 restricted stock units into Citizens Class A common shares. A portion of the resulting shares was withheld to satisfy tax obligations, and updated direct and indirect share holdings were disclosed in the filing.

How many Citizens, Inc. Class A shares does Jon Stenberg now hold directly?

After the reported transactions, Jon Stenberg directly holds 242,235 Citizens, Inc. Class A common shares. This figure reflects the RSU exercise and the share withholding used to cover tax liabilities associated with the vesting event.

How many restricted stock units did the Citizens, Inc. CEO exercise on March 18, 2026?

On March 18, 2026, Jon Stenberg exercised 45,249 restricted stock units into an equal number of Citizens, Inc. Class A common shares. These units carried an exercise price of $0.0000 per share under the company’s equity incentive arrangements.

What portion of Citizens, Inc. shares was withheld for Jon Stenberg’s taxes?

A total of 11,944 Citizens, Inc. Class A common shares were withheld at $4.63 per share. This tax-withholding disposition covered exercise-related tax liabilities and was not reported as an open-market sale of shares by the CEO.

Does Jon Stenberg have any indirect ownership of Citizens, Inc. Class A stock?

Yes. The Form 4 discloses indirect ownership of 130,100 Citizens, Inc. Class A common shares held by his spouse. These are reported as indirectly owned, separate from his directly held shares in the company.

What unvested or unexercised RSUs remain for the Citizens, Inc. CEO after this filing?

After this activity, the filing shows remaining restricted stock units tied to 40,619 and 39,560 underlying Citizens, Inc. Class A shares. These RSUs vest in three equal annual installments under the Citizens, Inc. Omnibus Incentive Plan.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 03/20/2026 - 04:05 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^*

Stenberg Jon

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2026

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)
Citizens, Inc. Class A Common Stock	03/18/2026		M		45,249	A	⁽¹⁾	254,179	D
Citizens, Inc. Class A Common Stock	03/18/2026		F		11,944	D	$4.63	242,235	D
Citizens, Inc. Class A Common Stock								130,100	I	Spouse

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)
Restricted Stock Units	⁽¹⁾	03/18/2026		M			45,249	⁽²⁾	⁽²⁾	Class A Common Stock	45,249	$0	45,249	D
Restricted Stock Units	⁽¹⁾							⁽³⁾	⁽³⁾	Class A Common Stock	40,619		40,619	D
Restricted Stock Units	⁽¹⁾							⁽⁴⁾	⁽⁴⁾	Class A Common Stock	39,560		39,560	D

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 March 18, 2024, the reporting person was granted an award of restricted stock units, vesting in three equal annual installments on the first anniversary of the date of the grant (March 18, 2025) and the second anniversary of the date of the grant (March 18, 2026) and the third anniversary of the date of the grant (March 18, 2027).

3. 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).

4. 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).

Remarks:

	/s/Jon Stenberg	03/20/2026
	** 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