JRVR (JRVR) CFO logs stock award vesting and tax-share withholding

Rhea-AI Filing Summary

James River Group Holdings, Inc. Chief Financial Officer Sarah C. Doran reported equity compensation activity in the company’s common stock. On March 2, 2026, she acquired 8,085 shares at $0.00 per share from the vesting and settlement of performance-based restricted share units granted under the 2014 Long-Term Incentive Plan, exempt under Rule 16b-3. On the same date, 2,728 shares were disposed of at $7.13 per share, withheld by the company to cover tax liabilities related to the vesting. After these transactions, she directly owned 174,467 common shares and indirectly held 9,000 common shares through a family trust.

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^*

Doran Sarah C.

(Last) (First) (Middle)

C/O JAMES RIVER GROUP HOLDINGS, INC.

1414 RALEIGH ROAD, SUITE 405

(Street)

CHAPEL HILL NC 27517

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
James River Group Holdings, Inc. [ JRVR ]

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
Common Stock	03/02/2026		A		8,085(1)	A	$0	177,195	D
Common Stock	03/02/2026		F		2,728(2)	D	$7.13	174,467	D
Common Stock								9,000	I	By Family Trust

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. Shares acquired from the vesting and settlement of performance-based restricted share units granted in fiscal year 2023 pursuant to James River Group Holdings, Inc.'s 2014 Long-Term Incentive Plan, as amended, exempt under Rule 16b-3.

2. The shares disposed of were withheld by James River Group Holdings, Inc. for the payment of the tax liability incident to the vesting of 8,085 performance-based restricted share units on March 2, 2026.

Remarks:

	/s/ Sarah C. Doran	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).
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FAQ

What insider transactions did JRVR CFO Sarah C. Doran report on March 2, 2026?

Sarah C. Doran reported a grant-related acquisition and a tax-related disposition of JRVR common stock on March 2, 2026. She received vested shares from performance-based restricted units, and some shares were withheld by the company to satisfy tax obligations arising from that vesting event.

How many James River Group (JRVR) shares did the CFO acquire in the latest Form 4?

The CFO acquired 8,085 JRVR common shares with a reported price of $0.00 per share. These were delivered upon vesting and settlement of performance-based restricted share units granted in fiscal 2023 under the company’s 2014 Long-Term Incentive Plan.

Why were some JRVR shares disposed of in the CFO’s March 2026 Form 4?

2,728 JRVR shares were disposed of to cover tax liabilities linked to the vesting of 8,085 performance-based restricted share units. The company withheld these shares at $7.13 per share instead of the CFO paying cash for the related tax obligation.

What is the CFO’s direct ownership in James River Group (JRVR) after these transactions?

After the reported transactions, the CFO directly owned 174,467 JRVR common shares. This figure reflects the vesting-related share acquisition and the withholding of shares to cover tax obligations as detailed in the Form 4 filing.

Does the JRVR CFO have any indirect ownership through a trust?

Yes. The Form 4 shows an additional 9,000 JRVR common shares held indirectly by a family trust. This indirect holding is reported separately from the CFO’s direct ownership and is identified with an indirect ownership code in the filing.

Were the JRVR CFO’s share awards exempt under Rule 16b-3?

Yes. The footnotes state that the shares acquired were from vesting and settlement of performance-based restricted share units, granted under JRVR’s 2014 Long-Term Incentive Plan, and that the acquisition was exempt from Section 16(b) under Rule 16b-3.