Hamilton Insurance Group (HG) counsel gets 200% PSU share payout

Rhea-AI Filing Summary

Hamilton Insurance Group, Ltd. reported that Group General Counsel Gemma Elizabeth Carreiro acquired 22,448 Class B common shares as a grant at a per-share price of $0.00. These shares were delivered under the HG Equity Incentive Plan after performance criteria tied to previously granted performance stock units were certified.

The performance stock units were earned based on HG’s annualized underwriting return on capital over a three-year period ending on December 31, 2025. HG confirmed this metric was 8.6%, which produced a performance payout at 200% of target. Following this award, Carreiro now holds 173,855 shares, a figure that includes restricted stock units.

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^*

Carreiro Gemma Elizabeth

(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)
	Group General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

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	02/24/2026		A		22,448(1)	A	$0	173,855(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 shares acquired upon the certification by Hamilton Insurance Group, Ltd. ("HG") for the satisfaction of performance criteria underlying an award of performance stock units ("PSUs") previously granted to the reporting person under the terms of the HG Equity Incentive Plan. The reporting person's PSUs are earned based on the HG annualized underwriting return on capital for the 3-year performance period ending on December 31, 2025. HG confirmed the annualized underwriting return on capital for the 3-year performance period ending on December 31, 2025, was 8.6%, resulting in a performance payout at 200% of target.

2. Includes restricted stock units.

Remarks:

	/s/ Gemma Carreiro	02/26/2026
	** 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 transaction did Hamilton Insurance Group (HG) report for Gemma Carreiro?

Hamilton Insurance Group reported that Group General Counsel Gemma Elizabeth Carreiro acquired 22,448 Class B common shares. The shares were granted at a price of $0.00 under the HG Equity Incentive Plan after performance-based stock units were certified and converted into shares.

How many Hamilton Insurance Group (HG) shares does Gemma Carreiro hold after this Form 4?

After this transaction, Gemma Elizabeth Carreiro beneficially holds 173,855 Hamilton Insurance Group Class B common shares. This total reflects her direct ownership and includes restricted stock units as noted in the filing’s footnotes, providing a consolidated view of her equity-based holdings.

What performance metric triggered Gemma Carreiro’s share award at Hamilton Insurance Group (HG)?

The award was triggered by Hamilton Insurance Group’s annualized underwriting return on capital over a three-year period ending December 31, 2025. HG confirmed this performance metric at 8.6%, which resulted in a performance payout at 200% of target for the performance stock units.

What are performance stock units (PSUs) in Hamilton Insurance Group’s (HG) equity plan?

In this case, performance stock units are equity awards that convert into shares if specific performance criteria are met. For Gemma Carreiro, PSUs granted under the HG Equity Incentive Plan paid out in shares when underwriting return on capital reached 8.6% over the three-year measurement period.

Did Gemma Carreiro pay cash for the Hamilton Insurance Group (HG) shares reported?

No cash payment was made for these shares. The 22,448 Class B common shares were acquired at a reported price of $0.00 per share, reflecting a grant upon certification of performance conditions under Hamilton Insurance Group’s equity incentive program.

What time period determined the performance payout for Hamilton Insurance Group (HG) PSUs?

The performance payout for Gemma Carreiro’s PSUs was based on Hamilton Insurance Group’s annualized underwriting return on capital over a three-year performance period. That period ended on December 31, 2025, and the confirmed 8.6% result drove a 200% of target payout.