[Form 4] Enstar Group Insider Trading Activity

Rhea-AI Filing Summary

Compass Minerals International, Inc. (CMP) filed a Form 4/A to correct a duplicate insider filing made on 1 July 2025. The amendment re-affirms that Director Joseph E. Reece received 2,209 deferred stock units on 30 June 2025 at a grant price of $0 as part of standard board compensation. Following the grant, Reece now directly owns 65,755 CMP shares and indirectly holds 21,000 shares via a trust. No derivative securities were involved and there are no changes to the underlying transaction details; the sole purpose of the Form 4/A is to replace an inadvertently duplicated submission.

The disclosure is routine, reflects non-cash compensation, and does not signal any strategic shift or financial impact for CMP.

Insights

Securities Analyst

TL;DR: Routine director equity grant; amendment simply removes a duplicate filing—no valuation or strategic impact for investors.

The Form 4/A confirms a customary equity award of 2,209 deferred stock units to Director Joseph E. Reece. Because the award is part of normal board compensation and carries a zero-dollar acquisition cost, cash flow and EPS are unaffected. Total direct ownership increases modestly to 65,755 shares, but this represents an immaterial fraction of CMP’s ~41 million shares outstanding. The amendment explicitly states that no transactional details have changed; it only corrects duplicative paperwork. Consequently, the filing does not alter insider sentiment, governance posture, or forward-looking fundamentals.

Corporate Governance Expert

TL;DR: Administrative clean-up; demonstrates compliance diligence but conveys no new governance risk or benefit.

Compass Minerals is simply replacing a duplicate Form 4 to maintain accurate Section 16 records. The deferred stock units align with typical board pay practices and advance shareholder alignment by increasing equity exposure. There is no evidence of 10b5-1 activity or unusual timing. From a governance lens, the quick correction suggests robust internal controls, yet the event is not material to governance quality grades or proxy considerations.

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

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X

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^*

Ni David Kang-Wen

(Last) (First) (Middle)

A.S. COOPER BUILDING, 4TH FLOOR

26 REID STREET

(Street)

HAMILTON D0 HM 11

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Enstar Group LTD [ ESGR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Strategy Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2025

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
Ordinary Shares(1)	07/02/2025		D		4,066(2)	D	$338	11,228	D
Ordinary Shares	07/02/2025		J		11,228	D	(3)	0	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 July 2, 2025, Enstar Group Limited (the "Issuer") consummated the previously announced transaction with Sixth Street Partners, LLC ("Sixth Street"), pursuant to the Agreement and Plan of Merger, dated as of July 29, 2024, by and among Elk Bidco Limited, Enstar Group Limited and the other parties thereto, whereby Sixth Street indirectly acquired the Issuer (the "Merger"). In connection with the Merger, each Ordinary Share of the Issuer was canceled and converted into the right to receive an amount in cash equal to $338, without interest and less any applicable withholding taxes (the "Merger Consideration").

2. In connection with the Merger, 4,066 Restricted Share Units ("RSUs"), granted on March 20, 2025, were converted into a cash award entitling the Reporting Person to receive an amount equal to (a) the Merger Consideration multiplied by (b) the number of such unvested RSUs, which will vest in three equal annual installments beginning on March 20, 2026.

3. Represents Ordinary Shares which, pursuant to the Merger Agreement, and the Rollover and Support Agreement, dated as of July 2, 2025, by and among Elk Topco LLC ("Topco"), Mr. Ni and the other parties thereto, immediately prior to the effective time of the Third Merger, were transferred, contributed and delivered to Topco (or an affiliate thereof) in exchange for participating non-voting interests of Topco (or an affiliate thereof).

Remarks:

	/s/ Audrey B. Taranto by power of attorney	07/03/2025
	** 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.

FAQ

What insider transaction is disclosed in CMP's Form 4/A dated 3-Jul-2025?

Director Joseph E. Reece received 2,209 deferred stock units on 30-Jun-2025 as routine board compensation.

Does the Form 4/A introduce any new transactions for Compass Minerals (CMP)?

No. The filing merely corrects a duplicate Form 4; no transaction details were changed.

How many CMP shares does Joseph E. Reece now own directly and indirectly?

After the grant, he owns 65,755 shares directly and 21,000 shares indirectly via a trust.

Was any cash paid for the 2,209 deferred stock units granted to the director?

No. The units were awarded at $0 cost as part of standard board remuneration.

Does this insider filing signal a change in Compass Minerals’ strategy or outlook?

The filing is administrative and does not indicate any strategic or financial change for CMP.