PLMR Insider Report: Christianson Vesting and Sell-to-Cover Details

Rhea-AI Filing Summary

Jon Christianson, President and director of Palomar Holdings, Inc. (PLMR), reported equity activity tied to restricted stock units and an employee purchase plan. A tranche of 1,020 RSUs vested and were recorded as acquired at no cost; to satisfy tax withholding the company sold 521 shares at $120.13 under a mandatory sell-to-cover provision. After these transactions he beneficially owns 59,036 shares (which includes 2,313 shares acquired under the 2019 ESPP). The filing also shows 5,100 RSUs remain outstanding and directly held as derivative securities, with 1,020 units newly vested.

Positive

• RSU vesting demonstrates continued compensation alignment with shareholders via equity-based pay
• ESPP participation (2,313 shares) shows management invested alongside employees
• Clear disclosure of mandatory sell-to-cover and remaining RSU schedule supports transparency

Negative

• Mandatory sell-to-cover reduced the insider's direct share count by 521 shares
• Outstanding RSUs (5,100) represent future dilution potential if settled in shares

Insights

Financial Analyst

TL;DR: Routine executive compensation vesting with partial sell-to-cover tax sale; modest net increase in vested shares but overall insider holdings remain stable.

The reported activity reflects a typical post-vesting mechanics: 1,020 RSUs vested and 521 shares were sold automatically to cover tax obligations at $120.13 per share. Net beneficial ownership after the events is 59,036 shares, including ESPP purchases. This transaction is administrative rather than a discretionary open-market sale, so it conveys limited new information about management's view of company valuation. The remaining 5,100 RSU-linked shares indicate continued deferred compensation exposure to Palomar's share price.

Corporate Governance Expert

TL;DR: Governance processes operated as designed: mandatory sell-to-cover used to meet withholding; disclosures are complete for the items reported.

The filing discloses the nature of the tax-withholding mechanism and the inclusion of ESPP shares in beneficial ownership, which supports transparency around insider holdings. The presence of outstanding RSUs that vest over time aligns executive incentives with shareholder outcomes. No unusual transactions, pledging, or transfers to affiliates are reported that would raise governance flags.

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^*

Christianson Jon

(Last) (First) (Middle)

7979 IVANHOE AVENUE, SUITE 500

(Street)

LA JOLLA CA 92037

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Palomar Holdings, Inc. [ PLMR ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

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 (RSUs)	08/18/2025		M		1,020	A	$0.00	59,557(2)	D
Common Stock (RSUs)	08/18/2025		S(1)		521	D	$120.13	59,036(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 (RSUs)	$0.00	08/18/2025		M			1,020	(3)	(3)	Common Stock	1,020	$0.00	5,100	D

Explanation of Responses:

1. Represents shares automatically sold by the Company on behalf of the Reporting Person pursuant to a mandatory sell-to-cover provision in the RSU award agreement required to cover minimum statutory tax withholding obligations that became due upon the RSU vesting event.

2. Includes 2,313 shares purchased pursuant to the Palomar Holdings, Inc. 2019 Employee Stock Purchase Plan (ESPP).

3. The original RSU grant was for 20,396 shares on 11/18/2021. Subject to continuing service with the Company, the restricted stock units shall vest as follows: 4,079 units shall vest on the first year anniversary of the date of the grant; 4,079 units shall vest on the second year anniversary of the date of the grant; 4,078 units shall vest on the third year anniversary of the date of grant; and 1,020 units shall vest quarterly following the third anniversary date of the grant.

Remarks:

	/s/ Angela Grant, Attorney-in-Fact	08/20/2025
	** 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 insider transactions did Jon Christianson report on PLMR Form 4?

The filing reports 1,020 RSUs vested, 521 shares sold to cover taxes at $120.13 per share, and a post-transaction beneficial ownership of 59,036 shares.

How many RSUs remain outstanding for Jon Christianson after the reported transactions?

The filing shows 5,100 RSUs remain outstanding and directly held as derivative securities.

Does the Form 4 indicate any discretionary open-market sales by the reporting person?

No. The reported sale of 521 shares was executed pursuant to a mandatory sell-to-cover provision to satisfy tax withholding obligations, not an discretionary open-market sale.

Are any ESPP shares included in the reported beneficial ownership?

Yes. The beneficial ownership total includes 2,313 shares purchased under the Palomar Holdings 2019 ESPP.

What was the price per share for the shares sold to cover taxes?

The shares sold to cover tax withholding were reported at a price of $120.13 per share.