Hamilton (NYSE: HG) CFO gets RSUs, withholds shares for taxes

Rhea-AI Filing Summary

Hamilton Insurance Group Chief Financial Officer Craig Howie reported two equity compensation entries in Class B common shares. On March 2, 2026, 11,729 shares were withheld at $31.59 per share to cover tax obligations from vesting restricted stock units.

On the same date, he received a grant of 32,472 restricted stock units at no cash cost. These RSUs convert into one share each and are scheduled to vest in three equal annual installments beginning March 1, 2027, subject to his continued service.

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

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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^*

Howie Craig

(Last) (First) (Middle)

C/O HAMILTON INSURANCE GROUP, LTD.

WELLESLEY HOUSE NORTH, 90 PITTS BAY ROAD

(Street)

PEMBROKE D0 HM08

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Hamilton Insurance Group, Ltd. [ HG ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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
Class B Common Shares	03/02/2026		F		11,729(1)	D	$31.59(2)	249,900(3)	D
Class B Common Shares	03/02/2026		A		32,472(4)	A	$0	282,372(3)	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

Explanation of Responses:

1. Represents shares withheld to satisfy tax obligations arising out of the vesting of the reporting person's restricted stock units.

2. Represents the closing price per share on February 27, 2025, used to determine the number of shares to be withheld by the issuer to satisfy tax withholding obligations.

3. Includes restricted stock units.

4. Represents a grant of restricted stock units ("RSUs") pursuant to the Hamilton Insurance Group, Ltd. Equity Incentive Plan. Each RSU represents a contingent right to receive one share of Class B common shares upon vesting. The RSUs vest in three equal annual installments beginning on March 1, 2027, subject to the reporting person's continued service through each vesting date.

Remarks:

	/s/ Gemma Carreiro, Attorney-in-Fact	03/04/2026
	** 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.

FAQ

What insider transactions did Hamilton Insurance Group (HG) report for Craig Howie?

Hamilton Insurance Group reported that CFO Craig Howie had 11,729 Class B shares withheld at $31.59 per share for tax obligations and received 32,472 restricted stock units at no cash cost, both dated March 2, 2026, as part of his equity compensation.

Was the Hamilton Insurance Group (HG) CFO’s Form 4 transaction a stock sale?

The filing shows no open-market sale. Instead, 11,729 Class B shares were withheld at $31.59 per share to satisfy tax obligations from vesting restricted stock units, while 32,472 new restricted stock units were granted as equity compensation on March 2, 2026.

How many Hamilton Insurance Group (HG) shares does the CFO hold after these transactions?

After the tax-withholding and grant entries, CFO Craig Howie is reported with 282,372 Class B common shares, a figure that includes restricted stock units, reflecting his updated direct equity and RSU-based position following the March 2, 2026 transactions.

What are the vesting terms of the Hamilton Insurance Group (HG) CFO’s new RSU grant?

The 32,472 restricted stock units granted to CFO Craig Howie vest in three equal annual installments beginning March 1, 2027. Each RSU represents a contingent right to receive one Class B common share, subject to his continued service through each vesting date.

What price was used to calculate the Hamilton Insurance Group (HG) tax-withheld shares?

The company used a closing price of $31.59 per share from February 27, 2025 to determine that 11,729 Class B shares would be withheld to satisfy the CFO’s tax withholding obligations related to the vesting of his restricted stock units.