Citizens CLO exercises RSUs and boosts share stake
Citizens, Inc. Chief Legal Officer Sheryl L. Kinlaw increased her equity stake through restricted stock unit vesting and related share issuances.
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Form Type
4
Rhea-AI Filing Summary
Citizens, Inc. Chief Legal Officer Sheryl L. Kinlaw increased her equity stake through restricted stock unit vesting and related share issuances. On March 28, 2026, she acquired 26,075 shares of Class A common stock upon RSU conversion. To cover tax obligations, 6,350 shares were withheld at $4.58 per share, with the remaining shares added to her holdings. After these transactions, she directly holds 89,014 shares of Class A common stock. She also retains unvested RSUs representing 8,536 and 15,384 underlying Class A shares from prior and newer long-term incentive and pay-for-performance awards that vest in three equal annual installments tied to grant anniversaries.
Insider Trade Summary
26,075 shares exercised/converted
Exercise
8 txns
Insider
Kinlaw Sheryl L
Role
Chief Legal Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 15,172 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units | 10,903 | $0.00 | $0.00 |
| Exercise | Citizens, Inc. Class A Common Stock | 15,172 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Citizens, Inc. Class A Common Stock | 3,695 | $4.58 | $17K |
| Exercise | Citizens, Inc. Class A Common Stock | 10,903 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Citizens, Inc. Class A Common Stock | 2,655 | $4.58 | $12K |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Restricted Stock Units | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 49,998 contracts for 23,920 underlying shares (Direct);
Citizens, Inc. Class A Common Stock — 89,014 shares (Direct)
Footnotes (5)
- F1. 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).
- F2. 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).
- F3. Each restricted stock unit represents a contingent right to receive one share of Citizens, Inc. Class A common stock.
- F4. On March 31, 2023, 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 31, 2024) and the second anniversary of the date of the grant (March 31, 2025) and the third anniversary of the date of the grant (March 31, 2026).
- 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).
Key Figures
RSU shares converted: 26,075 shares
Shares withheld for taxes: 6,350 shares
Direct holdings after transaction: 89,014 shares
+3 more
6 metrics
RSU shares converted
26,075 shares
Class A common stock acquired via RSU conversion on March 28, 2026
Shares withheld for taxes
6,350 shares
Tax-withholding dispositions at $4.58 per share
Direct holdings after transaction
89,014 shares
Citizens, Inc. Class A common stock held directly by Kinlaw
Remaining RSUs block 1
8,536 underlying shares
Restricted stock units with zero exercise price, direct ownership
Remaining RSUs block 2
15,384 underlying shares
Additional restricted stock units with zero exercise price, direct ownership
Tax withholding price
$4.58 per share
Value used for RSU-related tax-withholding share dispositions
Key Terms
Restricted Stock Units, Omnibus Incentive Plan, tax-withholding disposition, pay-for-performance, +1 more
5 terms
Restricted Stock Units financial
"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."
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
"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."
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.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
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.
pay-for-performance financial
"under the Citizens, Inc. Omnibus Incentive Plan for 2023 pay-for-performance."
long-term incentive financial
"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
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did CIA Chief Legal Officer Sheryl L. Kinlaw report in this Form 4?
Sheryl L. Kinlaw reported RSU vesting that converted into 26,075 Citizens, Inc. Class A shares. Part of these shares was withheld to satisfy tax obligations, and the remainder increased her direct ownership and ongoing equity alignment with shareholders.
How were taxes handled on Sheryl L. Kinlaw’s RSU vesting at Citizens (CIA)?
To cover taxes on RSU vesting, 6,350 Citizens, Inc. Class A shares were withheld at $4.58 per share. These F-code transactions are tax-withholding dispositions, not open-market sales, and are a standard mechanism for satisfying equity award tax obligations.
What restricted stock units remain outstanding for Sheryl L. Kinlaw at CIA?
Following the reported activity, Sheryl L. Kinlaw still holds RSUs tied to 8,536 and 15,384 underlying Class A shares. These awards vest in three equal annual installments on grant anniversaries as part of pay-for-performance and long-term incentive programs.
What is the nature of the RSU awards disclosed for Citizens, Inc. (CIA)?
The RSUs were granted under the Citizens, Inc. Omnibus Incentive Plan for pay-for-performance and long-term incentives. Each restricted stock unit represents a contingent right to receive one Class A share, vesting in three equal annual installments on specified anniversary dates.
AI-generated analysis. How Rhea-AI works. Not financial advice.
