Neptune Insurance withholds 6,088 shares for taxes

The director’s awards carry separate vesting schedules through September 2028 and September 2029, each subject to continuous service.

Rhea-AI Filing Summary

Neptune Insurance Holdings Inc. director Jonathan Winant Carlon had 6,088 Class A shares withheld on September 30, 2026, to satisfy tax-withholding obligations tied to restricted stock unit vesting and settlement; the $27.35 figure was the closing price, and the footnote states that no shares were sold.

The report also records a grant of 9,568 time-based restricted stock units, vesting in four quarterly installments of 2,392 from December 31, 2028, through September 30, 2029, subject to continuous service. An amended time-based award vested as to 24,500 shares on September 30, 2026, with 49,000 remaining to vest in eight quarterly installments of 6,125 through September 30, 2028, subject to continuous service. As of September 30, 2026, indirect holdings included 511,000 shares in Carlon Family Trust, whose trustees are Jonathan Winant Carlon and Alexis Carlon, and 4,599,000 shares in JWC Irrevocable Trust, whose trustees are Jonathan Winant Carlon and Steve Wynne.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Carlon Jonathan Winant

Role Director

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock F1, F2	6,088	$27.35	$167K
Grant/Award	Class A Common Stock F3, F2, F4	9,568	$0.00	$0.00
holding	Class A Common Stock F5	--	--	--
holding	Class A Common Stock F6	--	--	--

Holdings After Transaction: Class A Common Stock — 606,980 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 (6)

1. F1. Represents shares of Class A Common Stock withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting and settlement of restricted stock units on September 30, 2026. No shares were sold by the Reporting Person. The price reported in Column 4 is the closing price of the Class A Common Stock on the New York Stock Exchange on September 30, 2026.
2. F2. Includes 49,000 shares of Class A Common Stock underlying an award of time-based restricted stock units, as amended, which remain held directly by the Reporting Person. The restricted stock units vested as to 24,500 shares on September 30, 2026 and vest as to the remaining 49,000 shares in eight quarterly installments of 6,125 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.
3. F3. Represents shares of Class A Common Stock underlying an award of time-based restricted stock units granted on September 30, 2026. The restricted stock units vest in four quarterly installments of 2,392 shares each on the last day of each calendar quarter from December 31, 2028 through September 30, 2029, in each case subject to the continuous service of the Reporting Person through the applicable vesting date.
4. F4. Includes 9,568 shares of Class A Common Stock underlying the award of time-based restricted stock units reported on this Form 4.
5. F5. The Reporting Person and Alexis Carlon are the trustees of the trust.
6. F6. The Reporting Person and Steve Wynne are the trustees of the trust.

Key Figures

Class A shares withheld: 6,088 shares Closing price: $27.35 per share Time-based RSU grant: 9,568 restricted stock units +5 more

8 metrics

Class A shares withheld 6,088 shares September 30, 2026; withheld for tax obligations tied to RSU vesting and settlement

Closing price $27.35 per share Class A Common Stock closing price on September 30, 2026

Time-based RSU grant 9,568 restricted stock units Granted September 30, 2026

New-award vesting installment 2,392 shares Each of four quarterly installments from December 31, 2028, through September 30, 2029

Shares vested under amended award 24,500 shares Vested September 30, 2026

Remaining shares under amended award 49,000 shares Eight quarterly installments of 6,125 through September 30, 2028

Carlon Family Trust holdings 511,000 shares Indirect Class A holdings as of September 30, 2026

JWC Irrevocable Trust holdings 4,599,000 shares Indirect Class A holdings as of September 30, 2026

Key Terms

restricted stock units, tax withholding obligations, continuous service

3 terms

restricted stock units financial

"vesting and settlement of 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.

tax withholding obligations financial

"to satisfy the Reporting Person's tax withholding obligations"

continuous service financial

"subject to the continuous service of the Reporting Person"

FAQ

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

How many NP shares did Jonathan Winant Carlon have withheld?

Neptune Insurance Holdings Inc. withheld 6,088 Class A shares on September 30, 2026, to satisfy tax-withholding obligations tied to restricted stock unit vesting and settlement. The $27.35 figure was the closing price that day, and the footnote states that no shares were sold.

What RSU award did NP report for Jonathan Winant Carlon?

Neptune Insurance Holdings Inc. reported a grant of 9,568 time-based restricted stock units on September 30, 2026. They vest in four quarterly installments of 2,392 shares each from December 31, 2028, through September 30, 2029, subject to continuous service through each vesting date.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Available on EDGAR 10/02/2026 - 04:48 PM Accepted by SEC EDGAR 10/02/2026 - 04:47 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 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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2026

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	09/30/2026		F		6,088(1)	D	$27.35	597,412(2)	D
Class A Common Stock	09/30/2026		A		9,568(3)	A	$0	606,980(2)(4)	D
Class A Common Stock								511,000	I	Held by the Carlon Family Trust, dated May 7, 2024(5)
Class A Common Stock								4,599,000	I	Held by the JWC Irrevocable Trust(6)

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. Represents shares of Class A Common Stock withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting and settlement of restricted stock units on September 30, 2026. No shares were sold by the Reporting Person. The price reported in Column 4 is the closing price of the Class A Common Stock on the New York Stock Exchange on September 30, 2026.

2. Includes 49,000 shares of Class A Common Stock underlying an award of time-based restricted stock units, as amended, which remain held directly by the Reporting Person. The restricted stock units vested as to 24,500 shares on September 30, 2026 and vest as to the remaining 49,000 shares in eight quarterly installments of 6,125 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.

3. Represents shares of Class A Common Stock underlying an award of time-based restricted stock units granted on September 30, 2026. The restricted stock units vest in four quarterly installments of 2,392 shares each on the last day of each calendar quarter from December 31, 2028 through September 30, 2029, in each case subject to the continuous service of the Reporting Person through the applicable vesting date.

4. Includes 9,568 shares of Class A Common Stock underlying the award of time-based restricted stock units reported on this Form 4.

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

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

Remarks:

	/s/ James Steiner, as Attorney-in-Fact	10/02/2026
	** 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)