Neptune Insurance director sells 50K shares

Neptune Insurance Holdings Inc. (NP) director Carlon Jonathan Winant reported a sale of 50,000 shares of Class A Common Stock on September 14, 2026 at a weighted average price of $31.1519 per share, with individual trades ranging from $31.15 to $31.37.

Rhea-AI Filing Summary

Neptune Insurance Holdings Inc. (NP) director Carlon Jonathan Winant reported a sale of 50,000 shares of Class A Common Stock on September 14, 2026 at a weighted average price of $31.1519 per share, with individual trades ranging from $31.15 to $31.37. Following this sale, he holds 603,500 shares directly, including 73,500 shares underlying time-based restricted stock units that vest through September 30, 2028 subject to continuous service. He also reports indirect ownership of 511,000 shares held by the Carlon Family Trust and 4,599,000 shares held by the JWC Irrevocable Trust, where he serves as a trustee of each.

Insider Trade Summary

Net Seller: 50,000 shares

Net Sell 3 txns

Insider Carlon Jonathan Winant

Role Director

Sold 50,000 shs ($1.56M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1, F2	50,000	$31.1519	$1.56M
holding	Class A Common Stock F3	--	--	--
holding	Class A Common Stock F4	--	--	--

Holdings After Transaction: Class A Common Stock — 603,500 shares (Direct); Class A Common Stock — 511,000 shares (Indirect, Held by the Carlon Family Trust, dated May 7, 2024); Class A Common Stock — 4,599,000 shares (Indirect, Held by the JWC Irrevocable Trust)

Footnotes (4)

1. F1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.15 to $31.37, inclusive. The reporting person undertakes to provide to Neptune Insurance Holdings Inc., any security holder of Neptune Insurance Holdings Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
2. F2. Includes 73,500 shares of Class A Common Stock underlying an award of time-based restricted stock units, as amended. The restricted stock units vest as to 24,500 shares on September 30, 2026 and as to 6,125 shares 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.
3. F3. The Reporting Person and Alexis Carlon are the trustees of the trust.
4. F4. The Reporting Person and Steve Wynne are the trustees of the trust.

Key Figures

Shares sold: 50,000 shares Weighted average sale price: $31.1519 per share Sale price range: $31.15–$31.37 per share +5 more

8 metrics

Shares sold 50,000 shares Class A Common Stock sale reported for September 14, 2026

Weighted average sale price $31.1519 per share Weighted average of multiple sale transactions on September 14, 2026

Sale price range $31.15–$31.37 per share Range of prices for the 50,000-share sale on September 14, 2026

Direct holdings after sale 603,500 shares Class A Common Stock directly owned after the reported sale

RSUs underlying direct holdings 73,500 shares Class A Common Stock underlying time-based restricted stock units included in direct holdings

First RSU vesting tranche 24,500 shares RSUs vesting on September 30, 2026, subject to continuous service

Subsequent quarterly RSU vesting 6,125 shares per quarter Vesting on last day of each calendar quarter through September 30, 2028

Indirect holdings via trusts 511,000 and 4,599,000 shares Class A Common Stock held by the Carlon Family Trust and JWC Irrevocable Trust

Key Terms

weighted average price, restricted stock units, irrevocable trust, continuous service

4 terms

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

restricted stock units financial

"Includes 73,500 shares of Class A Common Stock underlying an award of time-based restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

irrevocable trust financial

"Held by the JWC Irrevocable Trust"

An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.

continuous service financial

"in each case subject to the continuous service of the Reporting Person through the applicable vesting date"

FAQ

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

What insider transaction did NP director Carlon Jonathan Winant report?

He reported a sale of 50,000 shares of Neptune Insurance Holdings Inc. Class A Common Stock on September 14, 2026 at a weighted average price of $31.1519 per share, with sale prices ranging from $31.15 to $31.37.

How many NP shares does Carlon Jonathan Winant hold directly after this Form 4?

After the reported sale, he holds 603,500 shares of Neptune Insurance Holdings Inc. Class A Common Stock directly, which includes 73,500 shares underlying time-based restricted stock units subject to future vesting conditions.

What restricted stock units does the NP director hold and how do they vest?

He holds 73,500 shares of Class A Common Stock underlying time-based restricted stock units. These vest as to 24,500 shares on September 30, 2026 and 6,125 shares on the last day of each calendar quarter thereafter through September 30, 2028, subject to continuous service.

What indirect NP shareholdings does Carlon Jonathan Winant report?

He reports 511,000 shares of Class A Common Stock held indirectly through the Carlon Family Trust, where he and Alexis Carlon are trustees, and 4,599,000 shares held indirectly through the JWC Irrevocable Trust, where he and Steve Wynne are trustees.

Was the NP director’s 50,000-share sale made under a Rule 10b5-1 trading plan?

No. The filing’s Rule 10b5-1 checkbox is not affirmed (the box is unchecked), and there is no footnote indicating the sale was made pursuant to a Rule 10b5-1 or similar pre-arranged trading plan.

What price range did the NP director’s 50,000-share sale cover?

The 50,000 shares of Class A Common Stock were sold at prices ranging from $31.15 to $31.37 per share, with a weighted average price of $31.1519 per share, as disclosed in the footnote.

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

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Available on EDGAR 09/15/2026 - 05:19 PM Accepted by SEC EDGAR 09/15/2026 - 05:19 PM Learn about SEC filing dates

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).

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^*

Carlon Jonathan Winant

(Last) (First) (Middle)

C/O NEPTUNE INSURANCE HOLDINGS INC.

400 6TH STREET S, SUITE 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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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
Class A Common Stock	09/14/2026		S		50,000	D	$31.1519(1)	603,500(2)	D
Class A Common Stock								511,000	I	Held by the Carlon Family Trust, dated May 7, 2024(3)
Class A Common Stock								4,599,000	I	Held by the JWC Irrevocable Trust(4)

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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.15 to $31.37, inclusive. The reporting person undertakes to provide to Neptune Insurance Holdings Inc., any security holder of Neptune Insurance Holdings Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

2. Includes 73,500 shares of Class A Common Stock underlying an award of time-based restricted stock units, as amended. The restricted stock units vest as to 24,500 shares on September 30, 2026 and as to 6,125 shares 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.

3. The Reporting Person and Alexis Carlon are the trustees of the trust.

4. The Reporting Person and Steve Wynne are the trustees of the trust.

Remarks:

	Jonathan W Carlon	09/15/2026
	** 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).
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)