Porch Group (PRCH) CEO granted 1.75M performance-based shares and updates holdings

Rhea-AI Filing Summary

Porch Group, Inc. CEO, Chairman and Founder Matt Ehrlichman reported equity compensation activity tied to performance-based awards rather than open-market trading. He earned 1,748,472 shares of Common Stock from a performance-based restricted stock unit (PRSU) award after the compensation committee certified performance on March 19, 2026. The PRSUs were based on three goals: share price, revenue, and Adjusted EBITDA, and each PRSU converted into one share upon achievement and vesting. The earned shares remain subject to a service-based vesting condition through April 7, 2026, and the company intends to settle vested shares in multiple transactions over about 45 days between April 7, 2026 and May 21, 2026 using a sell-to-cover method for tax withholding at the company’s election. Following these transactions, Ehrlichman directly holds 17,210,676 shares of Common Stock and indirectly holds 6,416,712 shares through West Equities, LLC, over which he has sole voting and dispositive power.

Insights

Equity compensation analyst

CEO’s large PRSU-based equity award is compensation-driven, not open-market buying.

Matt Ehrlichman’s Form 4 shows the earning and settlement mechanics of a sizable performance-based restricted stock unit award. He earned 1,748,472 Common shares after meeting share price, revenue, and Adjusted EBITDA targets, and exercised 1,748,476 PRSUs into Common Stock.

The filing explains that the earned shares still require continuous service through April 7, 2026, and that settlement will occur in numerous transactions over roughly 45 days between April 7, 2026 and May 21, 2026. The company will use a sell-to-cover method, selling shares at its election to satisfy tax withholding, without trading discretion from Ehrlichman.

After these actions, Ehrlichman holds 17,210,676 shares directly and 6,416,712 shares indirectly via West Equities, LLC, where he has sole voting and dispositive power. Because these are compensation-related awards and structured tax settlements, not discretionary market purchases or sales, the informational signal for investors is generally routine and neutral.

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^*

Ehrlichman Matt

(Last) (First) (Middle)

411 FIRST AVENUE SOUTH

SUITE 501

(Street)

SEATTLE WASHINGTON 98104

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Porch Group, Inc. [ PRCH ]

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

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	CEO, CHAIRMAN AND FOUNDER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/19/2026

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	03/19/2028		A		1,748,472(1)(2)	A	$0(3)	15,462,200	D
Common Stock	03/19/2026		M		1,748,476(1)(4)	A	$0(3)	17,210,676	D
Common Stock								6,416,712	I(5)	By LLC

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
Performance-based Restricted Stock Units	(3)	03/19/2026		M			1,748,476	(1)(4)	(1)(4)	Common Stock	1,748,476	$0	0	D

Explanation of Responses:

1. Represents shares of the Issuer's Common Stock earned under a performance-based restricted stock unit ("PRSU") award granted on April 7, 2023, following the Compensation Committee's certification of performance achievement on March 19, 2026. The PRSU award was subject to three distinct performance goals of share price, revenue, and Adjusted EBITDA. The earned shares remain subject to a service-based vesting condition through April 7, 2026. The Issuer has confirmed its intent to settle vested shares of Common Stock in numerous transactions over approximately 45 days, between April 7, 2026 and May 21, 2026, to reduce market impact. In addition, the Issuer has adopted a sell-to-cover method (shares will be sold by the Issuer at its election, and without any discretion by the Reporting Person) as the sole means for plan participants to satisfy tax withholding obligations upon the vesting and settlement of awards.

2. Represents PRSUs earned due to the achievement of revenue and Adjusted EBITDA goals.

3. Each PRSU represented a contingent right to receive, upon achievement of the applicable performance metric and subject to vesting, one share of the Issuer's Common Stock.

4. Represents PRSUs earned due to the achievement of specified share price goals. The original award was reported at target achievement, while the amount reported herein reflects actual achievement.

5. Issuer Common Stock held by West Equities, LLC over which the Reporting Person has sole voting and dispositive power.

Remarks:

	/s/Meghan Silver as Attorney-in-fact for Matthew Ehrlichman	03/20/2026
	** 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.
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 did Porch Group (PRCH) CEO Matt Ehrlichman report in this Form 4?

Matt Ehrlichman reported earning and settling a large performance-based restricted stock unit award. He received 1,748,472 shares of Common Stock after performance certification, exercised 1,748,476 PRSUs, and updated his direct and indirect Common Stock holdings in Porch Group.

How many Porch Group (PRCH) shares did Ehrlichman acquire from PRSUs?

Ehrlichman earned 1,748,472 shares of Porch Group Common Stock from a performance-based restricted stock unit award. The PRSUs were tied to share price, revenue, and Adjusted EBITDA goals, each representing a contingent right to receive one Common share upon achievement and vesting.

What performance goals were attached to Matt Ehrlichman’s PRSUs at Porch Group (PRCH)?

The PRSUs were subject to three performance goals: share price, revenue, and Adjusted EBITDA. Each PRSU represented a contingent right to one Common share, earned only if the applicable performance metrics were achieved and the service-based vesting conditions were satisfied through the specified vesting date.

When will the earned Porch Group (PRCH) PRSU shares vest and settle for Ehrlichman?

The earned shares remain subject to a service-based vesting condition through April 7, 2026. Porch Group intends to settle vested Common shares in numerous transactions over about 45 days between April 7, 2026 and May 21, 2026, to help reduce market impact from the settlements.

How will tax withholding be handled for Ehrlichman’s Porch Group (PRCH) PRSU settlement?

Porch Group adopted a sell-to-cover method for tax withholding on these awards. Shares will be sold by the company at its election, without any trading discretion by Ehrlichman, and those sales will be used as the sole means to satisfy related tax obligations upon vesting and settlement.

What are Matt Ehrlichman’s Porch Group (PRCH) share holdings after these transactions?

After the reported activity, Ehrlichman holds 17,210,676 shares of Porch Group Common Stock directly. He also indirectly owns 6,416,712 Common shares through West Equities, LLC, an entity over which he has sole voting and dispositive power, as described in the filing footnotes.

Is Ehrlichman’s Form 4 activity at Porch Group (PRCH) an open-market purchase or sale?

The activity reflects equity compensation, not open-market buying or selling. It consists of earning and converting performance-based restricted stock units into Common Stock, plus a planned sell-to-cover process run by the company solely to meet tax withholding obligations on the vested awards.