JRVR (JRVR) CLO reports stock award vesting and tax share withholding

Rhea-AI Filing Summary

James River Group Holdings, Inc. senior vice president and chief legal officer Jeanette L. Miller reported equity compensation activity in the company’s common stock. On March 2, 2026, she acquired 3,122 shares at no cost from the vesting of performance-based restricted share units granted under the 2014 Long-Term Incentive Plan.

On the same date, 1,054 shares were disposed of at $7.13 per share, with the shares withheld by the company to cover the related tax liability from the vesting. After these transactions, she directly owned 61,556 common 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^*

Miller Jeanette L

(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)
	SVP, Chief Legal 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		3,122(1)	A	$0	62,610	D
Common Stock	03/02/2026		F		1,054(2)	D	$7.13	61,556	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. 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 3,122 performance-based restricted share units on March 2, 2026.

Remarks:

	/s/ Jeanette L. Miller	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).
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FAQ

What insider transactions did JRVR executive Jeanette L. Miller report?

Jeanette L. Miller reported both an acquisition and a disposition of JRVR common stock. She received 3,122 shares from vesting performance-based restricted share units and had 1,054 shares withheld by the company to pay taxes tied to that vesting event.

How many JRVR shares did Jeanette L. Miller acquire in this Form 4 filing?

She acquired 3,122 shares of James River Group Holdings, Inc. common stock. These shares came from the vesting and settlement of performance-based restricted share units granted in fiscal 2023 under the company’s 2014 Long-Term Incentive Plan, at no cash cost to her.

Why were some of Jeanette L. Miller’s JRVR shares disposed of in this filing?

1,054 JRVR shares were disposed of to cover tax obligations. The company withheld these shares at $7.13 per share to pay the tax liability arising from the March 2, 2026 vesting of 3,122 performance-based restricted share units.

What is Jeanette L. Miller’s JRVR share ownership after these transactions?

After the reported transactions, Jeanette L. Miller directly owned 61,556 JRVR common shares. This reflects the net impact of receiving 3,122 vested shares and 1,054 shares being withheld by the company to satisfy the associated tax liability.

Were Jeanette L. Miller’s JRVR share transactions open-market purchases or sales?

No, these transactions were related to equity compensation and tax withholding. The acquisition reflects vesting of performance-based restricted share units, while the disposition represents shares withheld by the company to pay taxes, not open-market trading activity.