Palomar Holdings (PLMR) president sells shares to cover RSU tax obligations

Rhea-AI Filing Summary

Palomar Holdings, Inc. president Jon Christianson reported routine equity compensation activity involving restricted stock units (RSUs). On February 18, 2026, 1,020 RSUs were exercised and converted into an equal number of common shares at a price of $0.00 per share.

On the same date, 522 common shares were sold at $128.04 per share in an open‑market transaction that the company executed automatically under a mandatory sell‑to‑cover provision to satisfy minimum tax withholding tied to the RSU vesting. After these transactions, Christianson directly held 65,919 common shares and 3,060 RSUs, which include 2,410 shares previously purchased through the 2019 Employee Stock Purchase Plan.

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

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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^*

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)
02/18/2026

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)	02/18/2026		M		1,020	A	$0.00	66,441(2)	D
Common Stock (RSUs)	02/18/2026		S(1)		522	D	$128.04	65,919(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	02/18/2026		M			1,020	(3)	(3)	Common Stock	1,020	$0.00	3,060	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 2,410 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	02/20/2026
	** 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.
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FAQ

What insider transactions did Palomar (PLMR) report for Jon Christianson?

Palomar reported that president Jon Christianson had 1,020 RSUs convert into common shares and 522 common shares sold at $128.04 each. The sale was an automatic, tax‑withholding sell‑to‑cover tied to the RSU vesting event.

Was the Palomar (PLMR) insider share sale a discretionary sale?

The 522-share sale at $128.04 reported for Palomar president Jon Christianson was not discretionary. It was executed automatically under a mandatory sell‑to‑cover provision to pay minimum statutory tax withholding triggered by RSU vesting.

How many Palomar (PLMR) shares does Jon Christianson hold after this Form 4?

After the reported transactions, Palomar president Jon Christianson directly holds 65,919 common shares and 3,060 RSUs. His holdings include 2,410 shares acquired through the Palomar Holdings, Inc. 2019 Employee Stock Purchase Plan (ESPP).

What RSU activity did Palomar (PLMR) disclose for its president?

Palomar disclosed that 1,020 restricted stock units granted to president Jon Christianson were exercised and converted into common stock at $0.00 per share. These RSUs were part of a 20,396‑unit grant originally awarded on November 18, 2021 with time‑based vesting.

Why did Palomar (PLMR) sell shares related to Jon Christianson’s RSUs?

Shares were sold to satisfy taxes on vested RSUs. Palomar automatically sold 522 common shares on Jon Christianson’s behalf under a mandatory sell‑to‑cover feature designed to cover minimum statutory tax withholding obligations at vesting.