James River (JRVR) CEO awarded 143,461 restricted stock units vesting through 2029

Rhea-AI Filing Summary

D'Orazio Frank reported acquisition or exercise transactions in this Form 4 filing.

James River Group Holdings disclosed that Chief Executive Officer Frank D'Orazio was granted 143,461 restricted share units of common stock on March 4, 2026. These units are payable solely in shares and vest in three equal annual installments on March 4 of 2027, 2028, and 2029. After this award, his directly held common stock and related awards total 560,527 shares.

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^*

D'Orazio Frank

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

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	03/04/2026		A		143,461(1)	A	$0	560,527	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. Grant of restricted share units (payable solely in shares of common stock of the Issuer on each vesting date), vesting in three equal annual installments on March 4 of each of the years 2027 through 2029.

Remarks:

	/s/ Jeanette L. Miller, Attorney-in-fact for Frank D'Orazio	03/06/2026
	** Signature of Reporting Person	Date
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FAQ

What did JRVR CEO Frank D'Orazio acquire in this Form 4 filing?

Frank D'Orazio received a grant of 143,461 restricted share units of James River Group common stock. The units are a form of equity compensation, payable solely in shares of common stock as they vest over time in future years.

How do Frank D'Orazio’s new JRVR restricted share units vest?

The 143,461 restricted share units vest in three equal annual installments. Vesting occurs on March 4 of each of the years 2027, 2028, and 2029, tying the CEO’s compensation to longer-term company performance and continued service.

Did Frank D'Orazio pay a purchase price for the JRVR share units?

No cash price was paid; the reported price per share is $0.0000. This indicates the award is part of equity-based compensation rather than an open-market purchase, aligning the CEO’s interests with shareholders through stock-based incentives granted by the company.

What is Frank D'Orazio’s total JRVR common stock holding after this award?

Following the grant, Frank D'Orazio’s directly held James River Group common stock and related awards total 560,527 shares. This figure reflects his ownership position after adding the newly granted restricted share units reported in the Form 4 filing.

What type of security was granted to the JRVR CEO in this transaction?

The transaction involves restricted share units that are payable solely in James River Group common stock. These units convert into shares on each vesting date, providing stock-based compensation rather than immediate cash or freely tradable shares at the time of grant.