Skyward CFO exercises PSUs, covers tax with shares

Skyward Specialty Insurance Group CFO Mark W. Haushill reported compensation-related share movements tied to performance awards.

Rhea-AI Filing Summary

Skyward Specialty Insurance Group CFO Mark W. Haushill reported compensation-related share movements tied to performance awards. He exercised performance share units into 5,036 shares of Common Stock, with 1,982 shares withheld to satisfy tax obligations as mandated by the issuer. These tax-withholding dispositions were not open-market sales or discretionary trades. After the transactions, he directly holds 139,466 shares of Skyward Specialty Insurance Group, Inc. common stock.

Insider Trade Summary

3,787 shares exercised/converted

Exercise 3 txns

Insider HAUSHILL MARK W

Role CFO - Skyward Group

Type	Security	Shares	Price	Value
Exercise	2023 LTIP - PSUs	3,787	$0.00	$0.00
Exercise	Common Stock	5,036	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	1,982	$43.68	$87K

Holdings After Transaction: 2023 LTIP - PSUs — 0 contracts (Direct); Common Stock — 139,466 shares (Direct)

Footnotes (4)

1. F1. Represents the number of shares that were acquired by the Reporting Person in connection with the settlement of the Performance Share Units ("PSUs") listed in Line I of Table II.
2. F2. The disposition reported on this Form 4 represents shares withheld to cover tax withholding obligations in connection with the vesting and settlement of the PSUs listed in Line I of Table II. The disposition is mandated by the Issuer and does not represent a discretionary transaction by the Reporting Person.
3. F3. Each PSU represents the right to receive one share of the Issuer's Common Stock upon settlement.
4. F4. On February 27, 2023, the Reporting Person was awarded 3,787 PSUs. The PSUs are subject to obtaining specified performance criteria from January 1, 2023 through December 31, 2025. The number of PSUs subject to vest under this award can range from 0% to 150% of the amount shown. This award fully vested on December 31, 2025 and settled upon certification by the Compensation Committee of the Board of Directors.

Key Figures

Shares acquired via PSU settlement: 5,036 shares Shares withheld for taxes: 1,982 shares Post-transaction holdings (max reported): 141,448 shares +2 more

5 metrics

Shares acquired via PSU settlement 5,036 shares Common Stock from PSU settlement on 2026-05-06

Shares withheld for taxes 1,982 shares Tax-withholding disposition on 2026-05-06

Post-transaction holdings (max reported) 141,448 shares Common Stock directly held after transactions

PSUs originally awarded 3,787 PSUs 2023 LTIP award subject to performance from 2023-01-01 to 2025-12-31

PSU performance vesting range 0% to 150% Range of PSUs eligible to vest under 2023 award

Key Terms

Performance Share Units, PSUs, 2023 LTIP - PSUs, tax withholding obligations, +1 more

5 terms

Performance Share Units financial

"Represents the number of shares that were acquired by the Reporting Person in connection with the settlement of the Performance Share Units"

Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.

PSUs financial

"On February 27, 2023, the Reporting Person was awarded 3,787 PSUs."

PSUs are company shares promised to employees or executives that only become actual stock if the business hits specific performance targets over a set period. For investors, PSUs matter because they link pay to measurable outcomes — similar to a conditional bonus that converts into ownership — which can influence management decisions, dilution of shares, and signals about confidence in future results.

2023 LTIP - PSUs financial

"security_title": "2023 LTIP - PSUs""

tax withholding obligations financial

"shares withheld to cover tax withholding obligations in connection with the vesting and settlement of the PSUs"

Compensation Committee financial

"This award fully vested on December 31, 2025 and settled upon certification by the Compensation Committee of the Board of Directors."

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Skyward Specialty (SKWD) CFO Mark Haushill report in this Form 4?

Skyward Specialty CFO Mark W. Haushill reported the settlement of performance share units into common stock and related tax withholding. He acquired 5,036 shares and had 1,982 shares withheld to cover tax obligations, all as part of his equity compensation.

Did the Skyward Specialty (SKWD) CFO sell shares in the open market?

No open-market sale was reported. The only share disposition was 1,982 shares withheld to cover tax obligations on vesting, which the issuer mandated. This tax-withholding disposition is not a discretionary trade or market sale by the CFO.

How many Skyward Specialty (SKWD) shares does the CFO hold after these transactions?

After these compensation-related transactions, CFO Mark W. Haushill directly holds 141,448 shares of Skyward Specialty Insurance Group, Inc. common stock. This figure reflects his updated equity position following PSU settlement and associated tax withholding.

What performance awards were involved in the Skyward Specialty (SKWD) Form 4 filing?

The filing involves 3,787 performance share units granted under the 2023 LTIP. These PSUs vested based on performance criteria from January 1, 2023 through December 31, 2025 and settled into common stock upon certification by the Compensation Committee.

Was the share withholding for the Skyward Specialty (SKWD) CFO discretionary?

The withholding was not discretionary. The filing states the 1,982 shares were withheld to cover tax obligations in connection with PSU vesting and settlement, and that this disposition was mandated by the issuer rather than initiated by the CFO.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/08/2026 - 04:48 PM EDT Learn about SEC filing dates

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^*

HAUSHILL MARK W

(Last) (First) (Middle)

800 GESSNER

SUITE 600

(Street)

HOUSTON TEXAS 77024

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Skyward Specialty Insurance Group, Inc. [ SKWD ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO - Skyward Group

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

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	05/06/2026		M		5,036(1)	A	$0	141,448	D
Common Stock	05/06/2026		F(2)		1,982	D	$43.68	139,466	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
2023 LTIP - PSUs	(3)	05/06/2026		M			3,787	(4)	(4)	Common Stock	3,787	$0	0	D

Explanation of Responses:

1. Represents the number of shares that were acquired by the Reporting Person in connection with the settlement of the Performance Share Units ("PSUs") listed in Line I of Table II.

2. The disposition reported on this Form 4 represents shares withheld to cover tax withholding obligations in connection with the vesting and settlement of the PSUs listed in Line I of Table II. The disposition is mandated by the Issuer and does not represent a discretionary transaction by the Reporting Person.

3. Each PSU represents the right to receive one share of the Issuer's Common Stock upon settlement.

4. On February 27, 2023, the Reporting Person was awarded 3,787 PSUs. The PSUs are subject to obtaining specified performance criteria from January 1, 2023 through December 31, 2025. The number of PSUs subject to vest under this award can range from 0% to 150% of the amount shown. This award fully vested on December 31, 2025 and settled upon certification by the Compensation Committee of the Board of Directors.

	/s/ Stacy E. Skelton, Attorney-in-Fact	05/08/2026
	** 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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* Form 4: SEC 1474 (03-26)