[Form 4] Essent Group Ltd. Insider Trading Activity

Rhea-AI Filing Summary

Roy James Kasmar, a director of Essent Group Ltd. (ESNT), reported an acquisition on 09/10/2025 of 13 dividend equivalent units tied to unvested restricted stock awards that converted to economic equivalents of common shares. The filing shows 27 common shares beneficially owned following the transaction, held directly, with a reported price of $0 because these are dividend equivalent units that vest with the underlying awards. The Form 4 was signed by an attorney-in-fact on 09/12/2025. The filing explains each dividend equivalent unit represents the economic equivalent of one common share and vests proportionately with the related restricted awards.

Positive

• Timely disclosure: Transaction dated 09/10/2025 reported on Form 4 signed 09/12/2025, supporting transparency
• No cash outlay: Transaction is non-cash dividend-equivalent vesting ($0), indicating compensation-related issuance rather than market sale

Negative

• None.

Insights

Securities Analyst

TL;DR: Small insider acquisition of dividend-equivalent units converted to shares; immaterial to capital structure but signals insider retention through RSU-related units.

The transaction reflects the accrual and vesting of dividend equivalent units tied to unvested restricted stock awards rather than a cash purchase or open-market trade. 13 dividend equivalent units were recorded as acquired on 09/10/2025 and the reporting line shows 27 common shares beneficially owned following the transaction, held directly. There is no cash consideration reported ($0), indicating these were non-cash issuance events associated with existing compensation awards. For most investors, this is a routine insider reporting of compensation vesting and not a material change to ownership or control.

Corporate Governance Expert

TL;DR: Routine Form 4 disclosure of vesting-related dividend equivalents; governance transparency is maintained through timely reporting.

The filing provides clear attribution to dividend equivalent rights that vest with restricted stock awards and confirms direct ownership form after vesting. The timely filing (transaction dated 09/10/2025 and reported 09/12/2025) aligns with Section 16 reporting expectations and supports governance transparency. No price or sale activity is present, and the change appears to be administrative in nature tied to compensation plan mechanics.

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
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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^*

KASMAR ROY JAMES

(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)
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 Roy James Kasmar report on the Form 4 for ESNT?

He reported acquisition of 13 dividend equivalent units tied to unvested restricted stock awards on 09/10/2025, resulting in 27 common shares beneficially owned held directly.

Were any shares purchased with cash in this Form 4 (ESNT)?

No. The filing lists a price of $0, indicating these were dividend equivalent units vesting with restricted awards, not an open-market cash purchase.

What is a dividend equivalent unit in this filing?

Dividend equivalent units are rights that accrue on unvested restricted stock awards and vest proportionately; each unit equals the economic equivalent of one common share.

How many shares does Kasmar beneficially own after the transaction?

27 common shares are reported as beneficially owned following the transaction.

Who signed the Form 4 and when was it filed?

The Form 4 was signed by David B. Weinstock as attorney-in-fact and bears the date 09/12/2025.