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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 Douglas J. Pauls reported a small insider acquisition tied to dividend equivalents. On 09/10/2025 the filing shows 13 dividend equivalent units converted into 27 common shares, increasing the reporting person’s beneficial ownership to 27 shares held directly. The filing explains dividend equivalent units accrue on unvested restricted stock or unit awards and vest proportionately with those awards, with each unit equal to one common share economically. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person on 09/12/2025.

Positive
  • None.
Negative
  • None.

Insights

TL;DR: Routine, immaterial director acquisition from dividend equivalents; no governance red flags.

The Form 4 documents a standard internal adjustment where dividend equivalent units attached to unvested awards converted into 27 shares for Director Douglas J. Pauls. This is a ministerial ownership increase tied to compensation mechanics rather than an active market purchase or sale. The disclosure is timely and properly executed via attorney-in-fact, which supports compliance with Section 16 reporting obligations. Given the small absolute size, this transaction is not material to board independence or compensation alignment.

TL;DR: Transaction is administratively positive for transparency but economically immaterial.

The conversion of dividend equivalent units into 27 common shares on 09/10/2025 marginally increases insider holdings. This event reflects standard equity compensation settlement and does not represent fresh capital deployment or market signaling by the director. The filing includes clear description of the nature of the units and follows required signature protocol, so it is a routine disclosure with negligible impact on share count or valuation.

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*
PAULS DOUGLAS J

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

(Street)
HAMILTON D0 HM 11

(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)
09/10/2025
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
Dividend equivalent units (1) 09/10/2025 A 13 (1) (1) Common shares, par value $0.015 27 $0 27 D
Explanation of Responses:
1. 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.
Remarks:
/s/ David B. Weinstock, as attorney-in-fact 09/12/2025
** 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 Essent Group (ESNT) report on Form 4 dated 09/10/2025?

The Form 4 reports that Director Douglas J. Pauls acquired 27 common shares resulting from dividend equivalent units associated with unvested restricted awards.

How many shares does the reporting person own after the transaction?

Following the reported transaction the reporting person beneficially owns 27 common shares directly.

What are dividend equivalent units in this Form 4?

The filing explains dividend equivalent units accrue on unvested restricted stock or unit awards and vest proportionately; each unit is the economic equivalent of one common share.

When was the transaction and who signed the Form 4?

The transaction date is 09/10/2025 and the Form 4 was signed by an attorney-in-fact (David B. Weinstock) on 09/12/2025.

Does this Form 4 indicate a market purchase or sale by the insider?

No. The filing shows acquisition via dividend equivalent units tied to compensation awards, not an open-market purchase.
Essent Group Ltd

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2.21%
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