Essent Group (NYSE: ESNT) CFO exercises equity awards, uses shares for taxes

Rhea-AI Filing Summary

Essent Group Ltd. SVP and CFO David B. Weinstock exercised equity awards and had shares withheld for taxes. On April 1, 2026, he converted 8,333 restricted share units and 527 dividend equivalent units, each on a one-for-one basis, into common shares at a $0.00 exercise price. After these exercises and a related share withholding for taxes, he directly held 40,994 common shares.

Insider Trade Summary

8,860 shares exercised/converted

Mixed 5 txns

Insider WEINSTOCK DAVID B

Role SVP and CFO

Type	Security	Shares	Price	Value
Exercise	Restricted share units	8,333	$0.00	--
Exercise	Dividend equivalent units	527	$0.00	--
Exercise	Common shares, par value $0.015	8,333	$0.00	--
Exercise	Common shares, par value $0.015	527	$0.00	--
Tax Withholding	Common shares, par value $0.015	3,765	$58.25	$219K

Holdings After Transaction: Restricted share units — 67,573 shares (Direct); Dividend equivalent units — 2,180 shares (Direct); Common shares, par value $0.015 — 44,232 shares (Direct)

Footnotes (1)

1. Restricted share units convert into common shares on a one-for-one basis. The dividend equivalent rights accrued on unvested restricted stock award(s) and/or unvested restricted stock unit award(s) and become vested proportionately with the award(s) to which they relate. Each dividend equivalent unit is the economic equivalent of one common share of Essent Group Ltd. On March 14, 2023, the reporting person was granted 25,000 restricted share units, vesting in equal installments on each of April 1, 2026, 2027 and 2028.

Key Figures

Restricted share units exercised: 8,333 units Dividend equivalent units exercised: 527 units Shares withheld for taxes: 3,765 shares +5 more

8 metrics

Restricted share units exercised 8,333 units Converted one-for-one into common shares on April 1, 2026

Dividend equivalent units exercised 527 units Converted into common shares on April 1, 2026

Shares withheld for taxes 3,765 shares Withheld at $58.25 per share to cover tax liability

Tax withholding price $58.25 per share Price used for F-code tax-withholding disposition

Common shares held after transactions 40,994 shares Direct holdings of common shares following April 1, 2026 events

RSU holdings after exercise 67,573 units Restricted share units shown as held after derivative transactions

Dividend equivalent unit holdings 2,180 units Dividend equivalent units shown as held after derivative transactions

Original RSU grant size 25,000 units Granted March 14, 2023, vesting in equal installments 2026–2028

Key Terms

Restricted share units, Dividend equivalent units, derivative exercise/conversion, tax-withholding disposition, +1 more

5 terms

Restricted share units financial

"Restricted share units convert into common shares on a one-for-one basis."

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

Dividend equivalent units financial

"The dividend equivalent rights accrued on unvested restricted stock award(s)..."

derivative exercise/conversion financial

"transaction_action": "derivative exercise/conversion""

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

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.

economic equivalent financial

"Each dividend equivalent unit is the economic equivalent of one common share of Essent Group Ltd."

Form 4 Insider Transactions: What Each Field Means →

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^*

WEINSTOCK DAVID B

(Last) (First) (Middle)

C/O ESSENT GROUP LTD.

CLARENDON HOUSE, 2 CHURCH STREET

(Street)

HAMILTON HM11

(City) (State) (Zip)

BERMUDA

(Country)

2. Issuer Name and Ticker or Trading Symbol
Essent Group Ltd. [ ESNT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP and CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common shares, par value $0.015	04/01/2026		M		8,333	A	(1)	44,232	D
Common shares, par value $0.015	04/01/2026		M		527(2)	A	(2)	44,759	D
Common shares, par value $0.015	04/01/2026		F		3,765	D	$58.25	40,994	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
Restricted share units	(1)	04/01/2026		M			8,333(3)	(1)	(1)	Common shares, par value $0.015	8,333	$0	67,573	D
Dividend equivalent units	(2)	04/01/2026		M			527	(2)	(2)	Common shares, par value $0.015	527	$0	2,180	D

Explanation of Responses:

1. Restricted share units convert into common shares on a one-for-one basis.

2. The dividend equivalent rights accrued on unvested restricted stock award(s) and/or unvested restricted stock unit award(s) and become vested proportionately with the award(s) to which they relate. Each dividend equivalent unit is the economic equivalent of one common share of Essent Group Ltd.

3. On March 14, 2023, the reporting person was granted 25,000 restricted share units, vesting in equal installments on each of April 1, 2026, 2027 and 2028.

Remarks:

	/s/ David B. Weinstock	04/02/2026
	** 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)

FAQ

What did Essent Group (ESNT) CFO David Weinstock report in this Form 4?

Essent Group SVP and CFO David Weinstock reported exercising 8,333 restricted share units and 527 dividend equivalent units into common shares. The transactions were compensation-related and included a share withholding to satisfy tax obligations tied to the vesting event.

How many Essent Group (ESNT) restricted share units did the CFO exercise?

He exercised 8,333 restricted share units that converted into an equal number of Essent Group common shares. These units are part of a 25,000-unit award granted in March 2023, vesting in three equal installments starting April 1, 2026.

What are dividend equivalent units in the Essent Group (ESNT) Form 4?

Dividend equivalent units are rights that accrue on unvested restricted stock or unit awards and vest proportionately with those awards. Each dividend equivalent unit is the economic equivalent of one Essent Group common share, and 527 such units were converted into common shares in this filing.

How many Essent Group (ESNT) shares were withheld for taxes in this transaction?

A total of 3,765 Essent Group common shares were withheld at a price of $58.25 per share. This F-code transaction reflects shares delivered to cover tax liabilities arising from the vesting and exercise of the restricted share and dividend equivalent units.

What are the Essent Group (ESNT) CFO’s holdings after these Form 4 transactions?

Following the reported April 1, 2026 transactions, David Weinstock directly held 40,994 Essent Group common shares. He also had ongoing positions in restricted share units and dividend equivalent units, as indicated by the totals shown after the derivative exercises.

When were the Essent Group (ESNT) restricted share units originally granted to the CFO?

The 25,000 restricted share units were granted on March 14, 2023. They vest in three equal installments on April 1 of 2026, 2027, and 2028, aligning the CFO’s compensation with longer-term performance through staged equity vesting.