Kinsale (KNSL) Insider: Kehoe Exercises Options, Executes 10b5-1 Sales

Rhea-AI Filing Summary

Michael P. Kehoe, Chairman and CEO of Kinsale Capital Group, Inc. (KNSL), reported a series of transactions on 08/25/2025 under a Rule 10b5-1 plan. He exercised 5,000 stock options5,000 common shares in multiple blocks at weighted-average prices ranging from $450.19 to $454.78, effected under the 10b5-1 plan. After these transactions his direct beneficial ownership declined from 308,043 to 303,043 shares. He also discloses indirect beneficial ownership of 585,738 shares as managing member of M.P. Kehoe, LLC, and notes the exercised options are fully vested.

Positive

• Transactions executed under a Rule 10b5-1 plan, indicating pre-established trading instructions.
• Options exercised were fully vested, and exercise price was $16 per share (granted under 2016 Omnibus Incentive Plan).
• Detailed weighted-average sale prices are provided and the filer offers to provide per-trade prices on request.

Negative

• Direct beneficial ownership declined by 5,000 shares from 308,043 to 303,043 following the sales.
• Significant insider sales (5,000 shares sold) occurred on the filing date, which may be interpreted as an insider liquidity event.

Insights

Securities Analyst

TL;DR: CEO exercised 5,000 vested options at $16 and sold 5,000 shares under a 10b5-1 plan, leaving sizeable direct and indirect holdings.

The filing shows a contemporaneous exercise of options and market sales executed pursuant to a Rule 10b5-1 plan adopted May 22, 2025. The option exercise at a $16 strike followed by sales at weighted-average prices between $450.19 and $454.78 generated proceeds materially above the exercise cost per share. Direct holdings decreased by 5,000 shares to 303,043, while indirect holdings of 585,738 shares remain disclosed through the LLC. For investors, this is a routine liquidity event by an insider using a pre-established plan; the filing contains clear execution and pricing disclosures without additional operational or financial detail.

Corporate Governance Expert

TL;DR: Transactions were executed under an established 10b5-1 plan and the filer discloses vested option exercise and LLC-held shares.

The reporting person properly cites a Rule 10b5-1 trading plan and provides weighted-average sale prices for multiple blocks, committing to furnish per-transaction detail on request. The report discloses both direct and indirect ownership and notes the options granted in 2016 are fully vested. From a governance perspective, the filing adheres to disclosure norms for insider liquidity; it does not indicate any change in executive role or other corporate governance actions.

08/27/2025 - 04:10 PM

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).

X

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^*

Kehoe Michael P

(Last) (First) (Middle)

C/O KINSALE CAPITAL GROUP, INC.

2035 MAYWILL STREET, SUITE 100

(Street)

RICHMOND VA 23230

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Kinsale Capital Group, Inc. [ KNSL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/25/2025

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, par value $0.01 per share	08/25/2025		M		5,000	A	$16	308,043	D
Common Stock, par value $0.01 per share	08/25/2025		S		981(1)	D	$450.19(2)	307,062	D
Common Stock, par value $0.01 per share	08/25/2025		S		1,198(1)	D	$451.72(3)	305,864	D
Common Stock, par value $0.01 per share	08/25/2025		S		2,389(1)	D	$452.9(4)	303,475	D
Common Stock, par value $0.01 per share	08/25/2025		S		381(1)	D	$453.53(5)	303,094	D
Common Stock, par value $0.01 per share	08/25/2025		S		51(1)	D	$454.78(6)	303,043	D
Common Stock, par value $0.01 per share								585,738	I	As managing member of M.P. Kehoe, LLC(7)

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
Options (right to buy)(8)	$16	08/25/2025		M			5,000	(9)	07/27/2026	Common Stock, par value $0.01 per share	5,000	$0	22,576	D

Explanation of Responses:

1. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 22, 2025.

2. The shares were sold in multiple transactions at actual sale prices ranging from $450.05 to $450.55 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

3. The shares were sold in multiple transactions at actual sale prices ranging from $451.10 to $452.05 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

4. The shares were sold in multiple transactions at actual sale prices ranging from $452.33 to $453.21 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

5. The shares were sold in multiple transactions at actual sale prices ranging from $453.46 to $453.70 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

6. The shares were sold in multiple transactions at actual sale prices ranging from $454.70 to $454.83 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

7. The reporting person is the managing member of M.P. Kehoe, LLC (the "LLC"). The reporting person disclaims beneficial ownership of shares of Common Stock held by the LLC except to the extent of his pecuniary interest therein.

8. Granted on July 27, 2016 under the Kinsale Capital Group, Inc. 2016 Omnibus Incentive Plan.

9. The options are fully vested.

Remarks:

	Amanda E. Viol, as attorney-in-fact	08/27/2025
	** 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 did KNSL insider Michael Kehoe do on 08/25/2025?

He exercised 5,000 vested options at $16 and sold a total of 5,000 common shares under a Rule 10b5-1 plan on 08/25/2025.

At what prices were the KNSL shares sold?

Weighted-average sale prices are reported between $450.19 and $454.78 for the multiple sale blocks executed that day.

How did these transactions affect Michael Kehoe's holdings in KNSL?

Direct holdings decreased to 303,043 shares after the transactions; he also reports indirect ownership of 585,738 shares via M.P. Kehoe, LLC.

Were the sales pre-planned or discretionary?

The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 22, 2025.

Are the exercised options restricted or vested?

The options are fully vested; they were granted on July 27, 2016 under the company's 2016 Omnibus Incentive Plan.