Octave Specialty Group COO's 55,433 stock units vest

The remaining equal annual installments are scheduled for July 9, 2027, and July 9, 2028.

Rhea-AI Filing Summary

Octave Specialty Group Inc. executive vice president and group COO R. Sharon Smith reported the vesting of 55,433 restricted stock units on October 3, 2026, the first of three equal annual installments under the 2025 Long Term Incentive Plan. The transactions included 52,894 RSUs converted into deferred share units and 2,539 common shares acquired upon vesting and settlement, then withheld for tax obligations at $4.60 per share. Post-transaction holdings were 64,881 RSUs and 138,240 deferred share units.

Insider Trade Summary

108,327 shares exercised/converted

Exercise 4 txns

Insider Smith R Sharon

Role Exec VP & Group COO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F3, F4	55,433	$0.00	$0.00
Exercise	Deferred Share Units F5, F6	52,894	$0.00	$0.00
Exercise	Common Stock F1	2,539	--	--
Tax Withholding	Common Stock F2	2,539	$4.60	$12K

Holdings After Transaction: Restricted Stock Units — 64,881 contracts (Direct); Deferred Share Units — 138,240 contracts (Direct); Common Stock — 156,326 shares (Direct)

Footnotes (6)

1. F1. The reporting person acquired shares of common stock Octave Specialty Group, Inc. (the "Company") upon the vesting and settlement of a portion of the reporting person's restricted stock unit ("RSU") awards as part of their 2025 Long Term Incentive Plan.
2. F2. Represents the amount of RSUs that were converted into shares of common stock and withheld by the Company to satisfy certain tax withholding obligations.
3. F3. Represents the aggregate amount of RSUs that vested.
4. F4. The RSUs vested pursuant to the first of three equal annual installments under the reporting person's 2025 Long Term Incentive Plan award, which vests in equal installments on October 3, 2026, July 9, 2027, and July 9, 2028.
5. F5. Each deferred share unit ("DSU") represents a contingent right to receive one share of common stock of the Company.
6. F6. Represents the aggregate amount of RSUs that were converted into an equivalent number of DSUs pursuant to the Company's Executive Stock Deferral Plan, which was designed to enable participants to elect to defer the settlement and income taxation of RSU and Performance Stock Unit awards in accordance with Section 409A of the Internal Revenue Code of 1986, as amended.

Key Figures

Restricted stock units vested: 55,433 RSUs RSUs converted to deferred share units: 52,894 RSUs Common shares withheld for tax obligations: 2,539 shares +2 more

5 metrics

Restricted stock units vested 55,433 RSUs October 3, 2026

RSUs converted to deferred share units 52,894 RSUs October 3, 2026

Common shares withheld for tax obligations 2,539 shares $4.60 per share on October 3, 2026

RSUs held after the transaction 64,881 RSUs After the October 3, 2026 transaction

Deferred share units held after the transaction 138,240 deferred share units After the October 3, 2026 transaction

Key Terms

restricted stock unit, deferred share unit, Executive Stock Deferral Plan, Section 409A

4 terms

restricted stock unit financial

"restricted stock unit ("RSU") awards"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

deferred share unit financial

"Each deferred share unit ("DSU") represents a contingent right"

Executive Stock Deferral Plan technical

"pursuant to the Company's Executive Stock Deferral Plan"

Section 409A regulatory

"in accordance with Section 409A of the Internal Revenue Code"

FAQ

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

What is the vesting schedule for R. Sharon Smith's OSG RSUs?

R. Sharon Smith's 55,433 restricted stock units vested in the first of three equal annual installments on October 3, 2026. The remaining scheduled installments are July 9, 2027, and July 9, 2028.

What does an OSG deferred share unit represent?

Each deferred share unit represents a contingent right to receive one common share. On October 3, 2026, 52,894 RSUs were converted into an equivalent number of deferred share units under the Executive Stock Deferral Plan, which was designed to enable participants to elect to defer settlement and income taxation.

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

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Available on EDGAR 10/06/2026 - 07:21 PM Accepted by SEC EDGAR 10/06/2026 - 07:20 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^*

Smith R Sharon

(Last) (First) (Middle)

OCTAVE SPECIALTY GROUP, INC.

40 WALL STREET, 55TH FLOOR

(Street)

NEW YORK NEW YORK 10005

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
OCTAVE SPECIALTY GROUP INC [ OSG ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Exec VP & Group COO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/03/2026

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
Common Stock	10/03/2026		M		2,539	A	(1)	158,865	D
Common Stock	10/03/2026		F		2,539	D	$4.6	156,326(2)	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
Restricted Stock Units	(3)	10/03/2026		M			55,433	(4)	(4)	Common Stock	55,433	$0	64,881	D
Deferred Share Units	(5)	10/03/2026		M		52,894		(6)	(6)	Common Stock	52,894	$0	138,240	D

Explanation of Responses:

1. The reporting person acquired shares of common stock Octave Specialty Group, Inc. (the "Company") upon the vesting and settlement of a portion of the reporting person's restricted stock unit ("RSU") awards as part of their 2025 Long Term Incentive Plan.

2. Represents the amount of RSUs that were converted into shares of common stock and withheld by the Company to satisfy certain tax withholding obligations.

3. Represents the aggregate amount of RSUs that vested.

4. The RSUs vested pursuant to the first of three equal annual installments under the reporting person's 2025 Long Term Incentive Plan award, which vests in equal installments on October 3, 2026, July 9, 2027, and July 9, 2028.

5. Each deferred share unit ("DSU") represents a contingent right to receive one share of common stock of the Company.

6. Represents the aggregate amount of RSUs that were converted into an equivalent number of DSUs pursuant to the Company's Executive Stock Deferral Plan, which was designed to enable participants to elect to defer the settlement and income taxation of RSU and Performance Stock Unit awards in accordance with Section 409A of the Internal Revenue Code of 1986, as amended.

Remarks:

	Reid Powell, attorney-in-fact	10/06/2026
	** 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)