Hamilton Insurance director awarded 4,929 RSUs

Gauthier John J reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Gauthier John J reported acquisition or exercise transactions in this Form 4 filing.

Hamilton Insurance Group, Ltd. director John J. Gauthier received an annual equity award of 4,929 restricted stock units (RSUs) tied to Class B common shares. The grant was based on a target value of $150,000 using the May 5, 2026 closing share price of $30.43.

The RSUs cliff vest on the earlier of the one-year anniversary of the grant date or the next annual general meeting. Following this award, Gauthier directly holds 32,012 shares, including restricted stock units.

Insider Trade Summary

Grant/Award: 4,929 shares

Grant/Award 1 txn

Insider Gauthier John J

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class B Common Shares	4,929	$0.00	$0.00

Holdings After Transaction: Class B Common Shares — 32,012 shares (Direct)

Footnotes (2)

1. F1. Represents an annual grant of restricted stock units ("RSUs") awarded to the reporting person pursuant to the Hamilton Insurance Group, Ltd. (the "Company") Non-Employee Director Compensation Program. The number of RSUs was determined based on a target grant value of $150,000 and the closing price of the Company's common shares on May 5, 2026, which was $30.43 per share. The RSUs cliff vest on the earlier of the one-year anniversary of the grant date or the date of the subsequent annual general meeting.
2. F2. Includes restricted stock units.

Key Figures

RSU grant size: 4,929 RSUs Target grant value: $150,000 Share price used: $30.43 per share +1 more

4 metrics

RSU grant size 4,929 RSUs Annual grant to director John J. Gauthier on May 5, 2026

Target grant value $150,000 Basis for determining number of RSUs

Share price used $30.43 per share Closing price on May 5, 2026 used for RSU calculation

Post-grant holdings 32,012 shares Total direct holdings after grant, including RSUs

Key Terms

restricted stock units, cliff vest, Non-Employee Director Compensation Program

3 terms

restricted stock units financial

"Represents an annual grant of restricted stock units ("RSUs") awarded to the reporting person"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

cliff vest financial

"The RSUs cliff vest on the earlier of the one-year anniversary of the grant date"

A cliff vest is a schedule for stock options or restricted shares where no ownership rights are earned until a fixed date, after which a set portion becomes fully owned all at once — like a probation period that suddenly unlocks pay. Investors watch cliff vests because they influence when insiders can sell shares, affect staff retention and dilution timing, and help predict short-term changes in a company’s shareholder makeup.

Non-Employee Director Compensation Program financial

"awarded to the reporting person pursuant to the Hamilton Insurance Group, Ltd. (the "Company") Non-Employee Director Compensation Program"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Hamilton Insurance Group (HG) report?

Hamilton Insurance Group reported that director John J. Gauthier received a grant of 4,929 restricted stock units. These RSUs represent his annual equity compensation under the company’s Non-Employee Director Compensation Program and are tied to Class B common shares.

How was the size of John J. Gauthier’s RSU grant at HG determined?

The 4,929 RSUs were calculated from a target grant value of $150,000 divided by the closing share price of $30.43 on May 5, 2026. This links the award’s size directly to Hamilton Insurance Group’s market price that day.

When do John J. Gauthier’s Hamilton Insurance RSUs vest?

The RSUs cliff vest on the earlier of the one-year anniversary of the May 5, 2026 grant date or the date of the subsequent annual general meeting. Until vesting, the award remains subject to the program’s standard conditions.

What is John J. Gauthier’s total shareholding in Hamilton Insurance after this grant?

After the RSU award, John J. Gauthier directly holds 32,012 Hamilton Insurance Group shares, including restricted stock units. This figure reflects his updated position as a non-employee director following the May 5, 2026 equity grant.

Is the Hamilton Insurance (HG) RSU grant to John J. Gauthier an open-market purchase?

No, the transaction is a grant of restricted stock units as compensation, reported with code A. It is not an open-market share purchase or sale, but part of the company’s Non-Employee Director Compensation Program structure.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/07/2026 - 06:47 PM Learn about SEC filing dates

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^*

Gauthier John J

(Last) (First) (Middle)

C/O HAMILTON INSURANCE GROUP, LTD.

WELLESLEY HOUSE NORTH, 90 PITTS BAY ROAD

(Street)

PEMBROKE HM08

(City) (State) (Zip)

BERMUDA

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/05/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	05/05/2026		A		4,929(1)	A	$0	32,012(2)	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 an annual grant of restricted stock units ("RSUs") awarded to the reporting person pursuant to the Hamilton Insurance Group, Ltd. (the "Company") Non-Employee Director Compensation Program. The number of RSUs was determined based on a target grant value of $150,000 and the closing price of the Company's common shares on May 5, 2026, which was $30.43 per share. The RSUs cliff vest on the earlier of the one-year anniversary of the grant date or the date of the subsequent annual general meeting.

2. Includes restricted stock units.

Remarks:

	/s/ Gemma Carreiro, Attorney-in-Fact	05/07/2026
	** 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.
* Form 4: SEC 1474 (03-26)