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[Form 4] Essent Group LTD Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Essent Group Ltd. (ESNT) director April Joyce Galda reported the acquisition of restricted share units and dividend equivalent units on 05/07/2025. The filing shows 2,569 restricted share units that convert one-for-one into common shares, increasing Ms. Galda's direct beneficial ownership by 2,569 shares. Additionally, 14 dividend equivalent units vested and were acquired, representing the economic equivalent of 14 common shares. The transactions were reported on a Form 4 and executed under awards that vested on the stated date. The filing was signed by an attorney-in-fact.

Positive
  • Timely disclosure of insider acquisition on Form 4, fulfilling Section 16 reporting obligations
  • Equity alignment: director received 2,569 restricted share units that convert one-for-one to common shares, aligning director compensation with shareholders
Negative
  • None.

Insights

TL;DR: A director received equity compensation totaling 2,583 share-equivalents, indicating routine executive vesting rather than open-market buying or selling.

The Form 4 discloses awards vesting: 2,569 restricted share units and 14 dividend equivalent units converted to share-equivalents on 05/07/2025. This is typical compensation-related issuance to an insider and increases the director's direct ownership by a modest amount relative to a public company. There is no cash purchase or sale reported, and no indication of a Rule 10b5-1 plan or an open-market transaction. For investors, this shows management receiving equity aligned with shareholder interests but is not, by itself, a material corporate-event signal.

TL;DR: Equity awards vested for a director; disclosure is timely and conforms to Section 16 reporting requirements.

The filing identifies the reporting person as a director and reports vesting-based acquisitions (restricted share units and dividend equivalents). The units convert one-for-one to common shares, and ownership is direct. The document includes an attorney-in-fact signature, which is acceptable for Form 4 filings. There are no atypical governance issues disclosed such as accelerated vesting due to a change-in-control or related-party transactions. This appears to be standard compensation vesting and proper disclosure under Section 16.

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*
Galda April Joyce

(Last) (First) (Middle)
C/O ESSENT GROUP LTD.
CLARENDON HOUSE, 2 CHURCH STREET

(Street)
HAMILTON D0 HM11

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Essent Group Ltd. [ ESNT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/07/2025
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
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) 05/07/2025 A 2,569 (1) (1) Common shares, par value $0.015 2,569 (1) 2,569 D
Dividend equivalent units(2) (2) 06/10/2025 A 14 (2) (2) Common shares, par value $0.015 14 $0 14 D
Explanation of Responses:
1. Restricted share units convert into common shares on a one-for-one basis.
2. The dividend equivalent rights vested in connection with the vesting of the restricted stock award(s) to which they relate. Each dividend equivalent unit is the economic equivalent of one common share of Essent Group Ltd.
Remarks:
/s/ David B. Weinstock, as attorney-in-fact 08/14/2025
** 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 did April Joyce Galda report on the Form 4 for ESNT?

The Form 4 reports Ms. Galda acquired 2,569 restricted share units and 14 dividend equivalent units on 05/07/2025, all recorded as direct ownership.

Do the restricted share units convert into common shares for ESNT?

Yes. The filing states the restricted share units convert one-for-one into common shares of Essent Group Ltd.

Was this a purchase or a vesting event in the ESNT Form 4?

This filing reflects a vesting/acquisition of awards (restricted share units and dividend equivalents), not an open-market purchase or sale.

How many total share-equivalents did the director gain according to the Form 4?

The director gained a total of 2,583 share-equivalents (2,569 restricted share units plus 14 dividend equivalent units).

Who signed the Form 4 for the reported transaction?

The Form 4 was signed by David B. Weinstock, as attorney-in-fact on behalf of the reporting person.
Essent Group Ltd

NYSE:ESNT

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2.21%
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