Essent Group Ltd. (ESNT) awards CFO new restricted share units

Rhea-AI Filing Summary

Essent Group Ltd. SVP and CFO David B. Weinstock reported new equity awards in the form of restricted share units on February 11, 2026. He acquired 15,265 performance-based restricted share units and 7,633 time-based restricted share units at a reference price of $65.51 per unit, each convertible into one common share.

The performance-based units may be earned based on compounded annual book value per share growth and relative total shareholder return over a three-year period beginning January 1, 2026, and are scheduled to vest on March 1, 2029. The time-based units vest in equal installments on March 1 of 2027, 2028, and 2029. Weinstock also disposed of 342 restricted share units and 11 dividend equivalent units to the issuer at no cost, leaving 91,622 restricted share units and 3,054 dividend equivalent units beneficially owned directly.

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

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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 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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)	02/11/2026		A		15,265(2)		(1)	(1)	Common shares, par value $0.015	15,265	$65.51	84,331	D
Restricted share units	(1)	02/11/2026		A		7,633(3)		(1)	(1)	Common shares, par value $0.015	7,633	$65.51	91,964	D
Restricted share units	(1)	02/11/2026		D			342	(1)	(1)	Common shares, par value $0.015	342	$0	91,622	D
Dividend equivalent units	(4)	02/11/2026		D			11	(4)	(4)	Common shares, par value $0.015	11	$0	3,054	D

Explanation of Responses:

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

2. Represents restricted shares granted under the issuer's 2013 Long-Term Incentive Plan, with any shares becoming earned based upon the issuer's compounded annual book value per share growth percentage and relative total shareholder return during a three-year performance period commencing January 1, 2026 and vesting on March 1, 2029.

3. Represents restricted shares granted under the issuer's 2013 Long-Term Incentive Plan subject to time-based vesting in equal installments on each of March 1, 2027, 2028 and 2029.

4. 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	02/13/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did Essent Group (ESNT) CFO David Weinstock report?

David Weinstock reported grants of restricted share units and small related dispositions on February 11, 2026. He acquired performance-based and time-based units that convert one-for-one into Essent common shares, and disposed of a small number of restricted share and dividend equivalent units back to the issuer at no cost.

How many restricted share units did Essent Group (ESNT) grant to its CFO?

Essent granted CFO David Weinstock 15,265 performance-based restricted share units and 7,633 time-based restricted share units on February 11, 2026. Each unit represents the right to receive one Essent common share, subject to the specific performance or time-based vesting conditions described in the company’s long-term incentive plan.

What performance conditions apply to Essent Group (ESNT) CFO’s performance-based RSUs?

The 15,265 performance-based restricted share units can be earned based on Essent’s compounded annual book value per share growth percentage and relative total shareholder return. These metrics are measured over a three-year performance period starting January 1, 2026, with potential vesting scheduled for March 1, 2029, under the long-term incentive plan.

When do the time-based restricted share units for Essent Group (ESNT) CFO vest?

The 7,633 time-based restricted share units granted to CFO David Weinstock vest in three equal installments. Vesting dates are March 1, 2027, March 1, 2028, and March 1, 2029, as long as the time-based conditions under Essent’s 2013 Long-Term Incentive Plan are satisfied by the executive.

What are dividend equivalent units in Essent Group (ESNT) executive awards?

Dividend equivalent units are rights that accrue on unvested restricted stock or restricted stock unit awards and vest proportionately with those awards. Each dividend equivalent unit is the economic equivalent of one Essent common share, providing similar value to cash dividends while the underlying equity awards remain unvested.

How many equity-linked units does Essent Group (ESNT) CFO hold after these transactions?

After the February 11, 2026 transactions, David Weinstock directly beneficially owns 91,622 restricted share units and 3,054 dividend equivalent units. Each restricted share unit and dividend equivalent unit is tied to the value of one Essent common share, subject to the applicable vesting and plan terms.