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Palomar Holdings (PLMR) CPO RSUs vest, 480 shares sold to cover taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Palomar Holdings, Inc. Chief People Officer Timothy Carter reported routine equity compensation activity involving restricted stock units. On June 28, 2026, RSUs converted into 1,312 shares of common stock. The company then automatically sold 480 shares at about $124.29 per share to cover minimum statutory tax withholding, with the remaining shares added to his direct holdings. His reported position also includes 163 shares acquired through the company’s 2019 Employee Stock Purchase Plan.

Positive

  • None.

Negative

  • None.
Insider Carter Timothy
Role Chief People Officer
Sold 480 shs ($60K)
Type Security Shares Price Value
Exercise Restricted Stock Units (RSUs) 492 $0.00 --
Exercise Restricted Stock Units (RSUs) 820 $0.00 --
Exercise Common Stock 492 $0.00 --
Sale Common Stock 180 $124.2939 $22K
Exercise Common Stock 820 $0.00 --
Sale Common Stock 300 $124.2935 $37K
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units (RSUs) — 492 shares (Direct, null); Common Stock — 1,850 shares (Direct, null)
Footnotes (1)
  1. Includes 163 shares of Common Stock purchased pursuant to the Palomar Holdings, Inc. 2019 Employee Stock Purchase Plan (ESPP). 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. The original RSU grant was for 1,476 shares on 6/28/2024. Subject to continuing service with the Company, the restricted stock units shall vest as follows: one-third (1/3) shall vest on the first year anniversary of the date of the grant; an additional one-third (1/3) shall vest on the second year anniversary of the date of the grant; and the final one-third (1/3) shall vest on the third year anniversary of the date of grant. The original RSU grant was for 2,460 shares on 6/28/2024. Subject to continuing service with the Company, the restricted stock units shall vest as follows: one-third (1/3) shall vest on the first year anniversary of the date of the grant; an additional one-third (1/3) shall vest on the second year anniversary of the date of the grant; and the final one-third (1/3) shall vest on the third year anniversary of the date of grant.
RSUs converted 1,312 shares Common stock received from RSU conversions on June 28, 2026
Shares sold for taxes 480 shares Common stock automatically sold to cover tax withholding
Sale price (lot 1) $124.2935 per share 300 shares of common stock sold
Sale price (lot 2) $124.2939 per share 180 shares of common stock sold
Original RSU grant 1 1,476 shares RSU grant dated June 28, 2024 with 3-year vesting schedule
Original RSU grant 2 2,460 shares RSU grant dated June 28, 2024 with 3-year vesting schedule
ESPP shares held 163 shares Common stock purchased under 2019 Employee Stock Purchase Plan
Net buy/sell shares -480 shares Net share change from buy/sell activity in this filing
Restricted Stock Units (RSUs) financial
"The original RSU grant was for 1,476 shares on 6/28/2024."
Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.
sell-to-cover provision financial
"Represents shares automatically sold by the Company ... pursuant to a mandatory sell-to-cover provision"
minimum statutory tax withholding obligations financial
"required to cover minimum statutory tax withholding obligations that became due upon the RSU vesting event"
Employee Stock Purchase Plan (ESPP) financial
"Includes 163 shares of Common Stock purchased pursuant to the Palomar Holdings, Inc. 2019 Employee Stock Purchase Plan (ESPP)."
derivative exercise/conversion financial
"transaction_action": "derivative exercise/conversion""
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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*
Carter Timothy

(Last)(First)(Middle)
7979 IVANHOE AVENUE, SUITE 500

(Street)
LA JOLLA, CA CALIFORNIA 92037

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Palomar Holdings, Inc. [ PLMR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief People Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/28/2026
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)

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
Common Stock1,358(1)D
Common Stock06/28/2026M492A$01,850D
Common Stock06/28/2026S(2)180D$124.29391,670D
Common Stock06/28/2026M820A$02,490D
Common Stock06/28/2026S(2)300D$124.29352,190D
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
Restricted Stock Units (RSUs)$0.0006/28/2026M492 (3) (3)Common Stock492$0.00492D
Restricted Stock Units (RSUs)$006/28/2026M820 (4) (4)Common Stock820$0820D
Explanation of Responses:
1. Includes 163 shares of Common Stock purchased pursuant to the Palomar Holdings, Inc. 2019 Employee Stock Purchase Plan (ESPP).
2. 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.
3. The original RSU grant was for 1,476 shares on 6/28/2024. Subject to continuing service with the Company, the restricted stock units shall vest as follows: one-third (1/3) shall vest on the first year anniversary of the date of the grant; an additional one-third (1/3) shall vest on the second year anniversary of the date of the grant; and the final one-third (1/3) shall vest on the third year anniversary of the date of grant.
4. The original RSU grant was for 2,460 shares on 6/28/2024. Subject to continuing service with the Company, the restricted stock units shall vest as follows: one-third (1/3) shall vest on the first year anniversary of the date of the grant; an additional one-third (1/3) shall vest on the second year anniversary of the date of the grant; and the final one-third (1/3) shall vest on the third year anniversary of the date of grant.
Remarks:
Angela Grant, Attorney-in-Fact06/30/2026
** 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)

FAQ

What insider activity did Palomar Holdings (PLMR) report for Timothy Carter?

Palomar’s Chief People Officer Timothy Carter reported RSU vesting into 1,312 common shares and automatic sale of 480 shares for tax withholding. These transactions reflect routine equity compensation mechanics rather than discretionary buying or selling in the open market.

How many Palomar (PLMR) shares were sold in Timothy Carter’s Form 4 filing?

The filing shows 480 Palomar common shares sold at roughly $124.29 per share. Footnotes explain the company sold these shares automatically under a mandatory sell-to-cover provision to satisfy minimum statutory tax withholding obligations triggered by RSU vesting.

Were Timothy Carter’s Palomar (PLMR) share sales discretionary open-market trades?

No. The Form 4 footnotes state the sales were executed by the company under a mandatory sell-to-cover provision. This means shares were sold solely to cover minimum statutory tax withholding due when restricted stock units vested, not as a voluntary portfolio decision.

What RSU activity did Palomar (PLMR) disclose for Timothy Carter?

Palomar disclosed that restricted stock units converted into 1,312 common shares for Timothy Carter on June 28, 2026. These RSUs relate to larger grants made on June 28, 2024, which vest in three equal annual installments subject to continued service with the company.

What equity grants underlie Timothy Carter’s RSUs at Palomar (PLMR)?

Footnotes show two original RSU grants to Timothy Carter dated June 28, 2024, for 1,476 and 2,460 shares. Each grant vests in three equal one-third installments on the first, second, and third anniversaries of the grant date, contingent on his continued service.

Does Timothy Carter hold Palomar (PLMR) shares from the Employee Stock Purchase Plan?

Yes. The Form 4 notes that his holdings include 163 shares of Palomar common stock purchased through the 2019 Employee Stock Purchase Plan. This indicates participation in the company’s ESPP in addition to equity received through restricted stock unit awards.