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Skyward Specialty Insurance Group (SKWD) CIO settles PSUs, 1,004 shares withheld for tax

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

Rhea-AI Filing Summary

Skyward Specialty Insurance Group, Inc. Chief Information Officer Dan PK Bodnar reported the settlement of performance-based equity awards. On May 6, 2026, he acquired 2,686 shares of common stock upon settlement of Performance Share Units (PSUs) granted under the 2023 long-term incentive plan, following achievement of specified performance criteria through December 31, 2025.

In connection with this vesting and settlement, 1,004 shares were withheld to cover tax withholding obligations at a value of $43.68 per share. The filing states this tax-withholding disposition was mandated by the issuer and was not a discretionary transaction by Bodnar. After these transactions, he directly holds 28,147 shares of common stock.

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Insider Bodnar Dan PK
Role Chief Information Officer
Type Security Shares Price Value
Exercise 2023 LTIP - PSUs 2,020 $0.00 --
Exercise Common Stock 2,686 $0.00 --
Tax Withholding Common Stock 1,004 $43.68 $44K
Holdings After Transaction: 2023 LTIP - PSUs — 0 shares (Direct); Common Stock — 29,151 shares (Direct)
Footnotes (1)
  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. 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. Each PSU represents the right to receive one share of the Issuer's Common Stock upon settlement. On February 27, 2023, the Reporting Person was awarded 2,020 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.
Shares acquired from PSU settlement 2,686 shares Common stock delivered upon PSU settlement on May 6, 2026
Shares withheld for taxes 1,004 shares Withheld to cover tax obligations on PSU vesting at $43.68/share
Post-transaction holdings 28,147 shares Common stock directly owned after transactions
Original PSU award 2,020 PSUs Awarded February 27, 2023 under 2023 LTIP
PSU vesting range 0%–150% Possible vesting outcome relative to 2,020 target PSUs
Tax valuation price $43.68 per share Value used for shares withheld to cover tax obligations
Performance measurement period January 1, 2023–December 31, 2025 Period over which PSU performance criteria were assessed
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
"Each PSU represents the right to receive one share of the Issuer's Common Stock upon settlement."
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.
tax withholding obligations financial
"shares withheld to cover tax withholding obligations in connection with the vesting and settlement of the PSUs"
vesting and settlement financial
"in connection with the vesting and settlement of the PSUs listed in Line I of Table II."
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.

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

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FAQ

What insider transactions did Skyward Specialty (SKWD) report for Dan PK Bodnar?

Dan PK Bodnar reported settlement of PSUs into common stock and related tax withholding. He acquired 2,686 shares of Skyward Specialty common stock, with 1,004 shares withheld to satisfy tax obligations, and now directly holds 28,147 shares.

Were the Skyward Specialty (SKWD) share dispositions by Dan PK Bodnar open-market sales?

No, the disposition was not an open-market sale. The filing explains that 1,004 shares were withheld by the issuer solely to cover tax withholding obligations tied to PSU vesting, and this disposition was mandated rather than a discretionary transaction.

How many Skyward Specialty (SKWD) shares does CIO Dan PK Bodnar own after this Form 4?

Following the PSU settlement and tax withholding, Dan PK Bodnar directly holds 28,147 shares of Skyward Specialty common stock. This figure reflects his direct ownership after acquiring 2,686 shares from PSUs and having 1,004 shares withheld for taxes.

What performance conditions applied to Dan PK Bodnar’s 2023 PSUs at Skyward Specialty (SKWD)?

The 2,020 PSUs awarded on February 27, 2023 were subject to specified performance criteria measured from January 1, 2023 through December 31, 2025. The number of PSUs eligible to vest could range from 0% to 150% of the target amount shown in the award.

When did Dan PK Bodnar’s Skyward Specialty (SKWD) PSUs vest and settle?

According to the filing, the PSU award fully vested on December 31, 2025 and settled after the Compensation Committee certified results. The resulting common shares, 2,686 in total, were delivered and partially withheld for taxes on May 6, 2026.
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
X
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*
Bodnar Dan PK

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Information Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026
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 Stock05/06/2026M2,686(1)A$029,151D
Common Stock05/06/2026F(2)1,004D$43.6828,147D
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
2023 LTIP - PSUs(3)05/06/2026M2,020 (4) (4)Common Stock2,020$00D
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 2,020 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-Fact05/08/2026
** 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)