STOCK TITAN

Neptune Insurance CFO moves 400K shares to trust

Neptune Insurance’s CFO James Steiner reclassified 400,000 NP shares into a revocable trust with no change to his total 4.28 million share beneficial ownership.

(Neutral)
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Neptune Insurance Holdings Inc. (NP) reported an amended insider transaction for Chief Financial Officer and director James Steiner. On September 9, 2026, Steiner transferred 400,000 shares of Class A Common Stock from his direct holdings into a revocable living trust for which he is the sole grantor, trustee, and current beneficiary. The transfer was made for no consideration and is described as only a change in the form of his beneficial ownership, with no change to his pecuniary interest.

After the transfer, Steiner directly and indirectly beneficially owned a total of 4,284,715 shares of Class A Common Stock, unchanged from immediately before the transfer. This amendment corrects the previously reported direct holdings to include 535,665 shares underlying time-based restricted stock units, which had been omitted from an earlier Form 4. These restricted stock units vest as to 178,555 shares on September 30, 2026 and the remaining 357,110 shares in eight quarterly installments through September 30, 2028, subject to his continuous service.

Positive

  • None.

Negative

  • None.
Insider Steiner James
Role Chief Financial Officer
Type Security Shares Price Value
Other Class A Common Stock F1, F2, F3, F4 400,000 -- --
Other Class A Common Stock F1, F2 400,000 -- --
Holdings After Transaction: Class A Common Stock — 3,884,715 shares (Direct); Class A Common Stock — 400,000 shares (Indirect, By Self as Trustee of the Living Trust of James Edward Steiner dated July 7, 2016)
Footnotes (4)
  1. F1. The reported transaction represents a transfer of shares, for no consideration, from the Reporting Person's individual name into a revocable trust of which the Reporting Person is the sole grantor, the sole trustee and the sole current beneficiary. The transfer effected only a change in the form of the Reporting Person's beneficial ownership and did not change his pecuniary interest in the shares. The Reporting Person's total beneficial ownership of Class A Common Stock was unchanged at 4,284,715 shares immediately before and immediately after the transfer.
  2. F2. The shares were transferred for no consideration. Accordingly, no price per share is reported.
  3. F3. Includes 535,665 shares of Class A Common Stock underlying an award of time-based restricted stock units, as amended. The restricted stock units vest as to 178,555 shares on September 30, 2026 and as to the remaining 357,110 shares in eight quarterly installments of 44,638 or 44,639 shares each on the last day of each calendar quarter thereafter through September 30, 2028, in each case subject to the continuous service of the Reporting Person through the applicable vesting date.
  4. F4. This Form 4/A amends the Form 4 filed by the Reporting Person on September 10, 2026 solely to correct the number of shares of Class A Common Stock reported in Column 5 of Table I for the Reporting Person's direct holdings, and the corresponding total in footnote 1, which inadvertently omitted 535,665 shares of Class A Common Stock underlying restricted stock units previously reported on the Form 4 filed by the Reporting Person on October 3, 2025. No other changes have been made to the previously reported information.
Shares transferred to trust 400,000 shares Class A Common Stock moved on September 9, 2026 from direct holdings into a revocable trust
Total beneficial ownership 4,284,715 shares Class A Common Stock beneficially owned by James Steiner immediately before and after the transfer
Direct holdings after transfer 3,884,715 shares Direct Class A Common Stock held following the September 9, 2026 restructuring
Indirect holdings via trust 400,000 shares Class A Common Stock held indirectly in a revocable living trust after the transfer
RSU underlying shares 535,665 shares Class A Common Stock underlying time-based restricted stock units included in direct holdings
Initial RSU vesting tranche 178,555 shares Vests on September 30, 2026, subject to continuous service
Remaining RSU vesting shares 357,110 shares Vest in eight quarterly installments through September 30, 2028, subject to continuous service
revocable trust financial
"transfer of shares, for no consideration, from the Reporting Person's individual name into a revocable trust"
A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.
beneficial ownership financial
"The transfer effected only a change in the form of the Reporting Person's beneficial ownership"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
pecuniary interest financial
"did not change his pecuniary interest in the shares"
time-based restricted stock units financial
"Includes 535,665 shares of Class A Common Stock underlying an award of time-based restricted stock units"
Time-based restricted stock units are a form of employee compensation where individuals are granted company shares that are earned over a set period, often as a reward for staying with the company. These shares typically become fully owned and transferable only after passing specific time milestones, encouraging long-term commitment. For investors, they highlight a company's focus on employee retention and can influence future stock supply and company stability.
quarterly installments financial
"remaining 357,110 shares in eight quarterly installments of 44,638 or 44,639 shares each"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Neptune Insurance (NP) disclose about CFO James Steiner’s recent share transfer?

The company reported that 400,000 Class A shares were moved on September 9, 2026 from James Steiner’s direct ownership to a revocable trust he controls, for no consideration, described as only a change in the form of his beneficial ownership.

Did James Steiner’s total beneficial ownership in NP shares change in this Form 4/A?

No. The filing states Steiner’s total beneficial ownership of 4,284,715 Class A shares was unchanged immediately before and after the September 9, 2026 transfer, indicating no change in his overall economic interest.

Why was this Neptune Insurance (NP) Form 4/A amendment filed?

The amendment was filed to correct the number of directly held shares previously reported, which had inadvertently omitted 535,665 shares of Class A stock underlying restricted stock units disclosed in an October 3, 2025 Form 4. No other information was changed.

How many Neptune Insurance (NP) restricted stock unit shares does James Steiner hold and how do they vest?

Steiner holds 535,665 Class A shares underlying time-based restricted stock units. They vest as to 178,555 shares on September 30, 2026 and the remaining 357,110 shares in eight quarterly installments through September 30, 2028, subject to continuous service.

What is Steiner’s direct vs. indirect NP share position after the reported restructuring?

After the restructuring, Steiner’s direct holdings are reported as 3,884,715 Class A shares, which include 535,665 RSU-based shares, and his indirect holdings through the revocable trust are 400,000 Class A shares, for total beneficial ownership of 4,284,715 shares.

Was there any price reported for the 400,000 NP shares transferred by James Steiner?

No. The filing states the shares were transferred for no consideration, so no price per share is reported for the September 9, 2026 transaction.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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).
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*
Steiner James

(Last)(First)(Middle)
C/O NEPTUNE FLOOD INCORPORATED
400 6TH ST S STE 2

(Street)
SAINT PETERSBURG FLORIDA 33701

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Neptune Insurance Holdings Inc. [ NP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/09/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
09/10/2026
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)
CodeVAmount(A) or (D)Price
Class A Common Stock09/09/2026J(1)400,000D(2)3,884,715(3)(4)D
Class A Common Stock09/09/2026J(1)400,000A(2)400,000IBy Self as Trustee of the Living Trust of James Edward Steiner dated July 7, 2016
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The reported transaction represents a transfer of shares, for no consideration, from the Reporting Person's individual name into a revocable trust of which the Reporting Person is the sole grantor, the sole trustee and the sole current beneficiary. The transfer effected only a change in the form of the Reporting Person's beneficial ownership and did not change his pecuniary interest in the shares. The Reporting Person's total beneficial ownership of Class A Common Stock was unchanged at 4,284,715 shares immediately before and immediately after the transfer.
2. The shares were transferred for no consideration. Accordingly, no price per share is reported.
3. Includes 535,665 shares of Class A Common Stock underlying an award of time-based restricted stock units, as amended. The restricted stock units vest as to 178,555 shares on September 30, 2026 and as to the remaining 357,110 shares in eight quarterly installments of 44,638 or 44,639 shares each on the last day of each calendar quarter thereafter through September 30, 2028, in each case subject to the continuous service of the Reporting Person through the applicable vesting date.
4. This Form 4/A amends the Form 4 filed by the Reporting Person on September 10, 2026 solely to correct the number of shares of Class A Common Stock reported in Column 5 of Table I for the Reporting Person's direct holdings, and the corresponding total in footnote 1, which inadvertently omitted 535,665 shares of Class A Common Stock underlying restricted stock units previously reported on the Form 4 filed by the Reporting Person on October 3, 2025. No other changes have been made to the previously reported information.
Remarks:
James Steiner09/16/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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