Palomar CEO files Form 4: 6,250 RSUs vested; 3,218 shares sold

Rhea-AI Filing Summary

Palomar Holdings (PLMR) CEO and Chairman reported insider activity on 10/15/2025. The filing shows a vesting-related conversion of 6,250 shares from restricted stock units (RSUs) at $0.00, followed by an automatic sale of 3,218 shares at a weighted average price of $116.1042 to cover minimum statutory tax withholding, per the award’s sell-to-cover provision.

The footnotes state the original RSU grant was 125,000 shares (granted 7/15/2021) with annual tranches and quarterly vesting after year three. The filing also notes that holdings include 2,652 shares acquired under the company’s 2019 ESPP. Following these transactions, the report lists 18,750 RSUs remaining beneficially owned.

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

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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^*

Armstrong Mac

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
10/15/2025

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								73,342(2)	D
Common Stock								372,388	I	By Armstrong Family Trust
Common Stock (RSUs)	10/15/2025		M		6,250	A	$0.00	79,592(2)	D
Common Stock (RSUs)	10/15/2025		S(1)		3,218	D	$116.1042	76,374(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	10/15/2025		M			6,250	(3)	(3)	Common Stock	6,250	$0.00	18,750	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 2,652 shares purchased pursuant to the Palomar Holdings, Inc. 2019 Employee Stock Purchase Plan (ESPP).

3. The original RSU grant was for 125,000 shares on 7/15/2021. Subject to the Reporting Person's continuing service with the Company, the RSUs shall vest as follows: 25,000 shares shall vest on the first year anniversary of the Grant Date/Vesting Base Date; 25,000 shares shall vest on the second year anniversary of the Grant Date/Vesting Base Date; 25,000 shares shall vest on the third year anniversary of the Grant Date/Vesting Base Date; after the third anniversary of the Grant Date/Vesting Base Date, 6,250 shares shall vest on a quarterly basis thereafter, until fully vested.

Remarks:

	/s/ Angela Grant, Attorney-in-Fact	10/17/2025
	** 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.
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FAQ

What insider transaction did PLMR’s CEO report?

A vesting of 6,250 RSU shares at $0.00 and an automatic sale of 3,218 shares at $116.1042 to cover tax withholding.

Was the PLMR share sale discretionary or automatic?

The 3,218-share sale was automatic under a sell-to-cover provision to satisfy minimum statutory tax withholding.

What RSU balance remains after the transactions for PLMR’s CEO?

The filing reports 18,750 RSUs beneficially owned following the transactions.

What is the origin and schedule of the CEO’s RSU grant at PLMR?

An original grant of 125,000 RSUs (granted 7/15/2021) with annual vesting for three years, then 6,250 quarterly thereafter until fully vested.

Does the filing mention shares from PLMR’s ESPP?

Yes. It notes holdings include 2,652 shares purchased under the 2019 ESPP.

What roles does the reporting person hold at PLMR?

The reporting person is both a Director and an Officer, serving as CEO and Chairman.