Universal Insurance Holdings (UVE) chair nets shares after RSU vesting

Rhea-AI Filing Summary

Universal Insurance Holdings executive chairman Sean P. Downes reported routine equity compensation activity tied to restricted stock units (RSUs). On March 27, 2026, he exercised 8,342 RSUs, receiving the same number of common shares at $0.00 per share, while 3,283 shares of common stock were withheld at $33.67 per share to cover tax obligations. On March 30, 2026, an additional 3,592 shares of common stock were withheld at $34.16 per share for tax withholding related to RSU vesting. After these transactions, he directly holds 1,208,255 common shares and has 8,341 RSUs scheduled to vest on March 27, 2027, plus indirect holdings of 2,000 shares through a spouse and 48,000 shares through children.

Insider Trade Summary

8,342 shares exercised/converted

Mixed 6 txns

Insider DOWNES SEAN P

Role Executive Chairman

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	3,592	$34.16	$123K
Exercise	Restricted Stock Units	8,342	$0.00	--
Exercise	Common Stock	8,342	$0.00	--
Tax Withholding	Common Stock	3,283	$33.67	$111K
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 1,208,255 shares (Direct); Restricted Stock Units — 8,341 shares (Direct); Common Stock — 2,000 shares (Indirect, By Spouse)

Footnotes (1)

1. These shares of Common Stock were withheld to satisfy the tax withholding obligation in connection with the vesting of RSUs on March 27, 2026. These shares of Common Stock were withheld to satisfy the tax withholding obligation in connection with the vesting of RSUs on March 30, 2026. Each RSU represents the right to receive one share of the Issuer's Common Stock, subject to vesting. These RSUs are scheduled to vest as follows, subject to continued employment by the reporting person through the applicable vesting date: (a) 8,342 shares vested on March 27, 2025; (b) 8,342 shares vested on March 27, 2026; and (c) 8,341 shares vest on March 27, 2027.

Key Figures

RSUs exercised: 8,342 units Tax withholding shares: 6,875 shares Direct common shares after transactions: 1,208,255 shares +5 more

8 metrics

RSUs exercised 8,342 units Converted into 8,342 common shares on March 27, 2026

Tax withholding shares 6,875 shares 3,283 at $33.67 and 3,592 at $34.16 for RSU tax

Direct common shares after transactions 1,208,255 shares Direct holdings following March 30, 2026 withholding

Remaining RSUs 8,341 units Scheduled to vest on March 27, 2027

Indirect spouse holdings 2,000 shares Common stock held indirectly by spouse

Indirect children holdings 48,000 shares Common stock held indirectly by children

Tax withholding price 1 $33.67 per share Price for 3,283 withheld shares on March 27, 2026

Tax withholding price 2 $34.16 per share Price for 3,592 withheld shares on March 30, 2026

Key Terms

Restricted Stock Units, tax withholding obligation, vesting, derivative security, +1 more

5 terms

Restricted Stock Units financial

"security_title: "Restricted Stock Units" and footnote defining each RSU"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligation financial

"shares of Common Stock were withheld to satisfy the tax withholding obligation"

vesting financial

"in connection with the vesting of RSUs on March 27, 2026"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

derivative security financial

"transaction_code_description: Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

indirect ownership financial

"Common Stock ... indirect ... nature_of_ownership: By Spouse / By Children"

Form 4 Insider Transactions: What Each Field Means →

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^*

DOWNES SEAN P

(Last) (First) (Middle)

1110 WEST COMMERCIAL BOULEVARD

SUITE 100

(Street)

FORT LAUDERDALE FLORIDA 33309

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
UNIVERSAL INSURANCE HOLDINGS, INC. [ UVE ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/27/2026

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	03/27/2026		M		8,342	A	$0	1,215,130	D
Common Stock	03/27/2026		F(1)		3,283	D	$33.67	1,211,847	D
Common Stock	03/30/2026		F(2)		3,592	D	$34.16	1,208,255	D
Common Stock								2,000	I	By Spouse
Common Stock								48,000	I	By Children

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	(3)	03/27/2026		M			8,342	03/27/2025(4)	03/27/2027	Common Stock	8,342	$0	8,341	D

Explanation of Responses:

1. These shares of Common Stock were withheld to satisfy the tax withholding obligation in connection with the vesting of RSUs on March 27, 2026.

2. These shares of Common Stock were withheld to satisfy the tax withholding obligation in connection with the vesting of RSUs on March 30, 2026.

3. Each RSU represents the right to receive one share of the Issuer's Common Stock, subject to vesting.

4. These RSUs are scheduled to vest as follows, subject to continued employment by the reporting person through the applicable vesting date: (a) 8,342 shares vested on March 27, 2025; (b) 8,342 shares vested on March 27, 2026; and (c) 8,341 shares vest on March 27, 2027.

Remarks:

	/s/ Sean P. Downes	03/31/2026
	** 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 transactions did UVE executive chairman Sean P. Downes report on this Form 4?

Sean P. Downes reported RSU-related activity, exercising 8,342 restricted stock units into common stock and having 6,875 common shares withheld to cover tax obligations. These events reflect compensation and tax mechanics, not open-market buying or selling of Universal Insurance Holdings shares.

How many Universal Insurance Holdings (UVE) shares did Sean P. Downes acquire through RSU vesting?

He acquired 8,342 shares of Universal Insurance Holdings common stock by exercising 8,342 restricted stock units at a conversion price of $0.00 per share. These shares were issued as part of equity compensation when RSUs vested according to their scheduled vesting terms.

Why were UVE shares disposed of in Sean P. Downes’s Form 4 filing?

The filing shows 3,283 and 3,592 UVE common shares were withheld to satisfy tax withholding obligations on RSU vesting. These code F transactions are tax-withholding dispositions to the issuer, not open-market sales, and do not represent discretionary selling in the market.

What are Sean P. Downes’s UVE share holdings after the reported transactions?

After the transactions, he directly holds 1,208,255 shares of Universal Insurance Holdings common stock. The filing also shows indirect ownership of 2,000 shares held by his spouse and 48,000 shares held by his children, plus 8,341 remaining RSUs scheduled to vest in 2027.

How many UVE shares were withheld for taxes in connection with Sean P. Downes’s RSU vesting?

A total of 6,875 Universal Insurance Holdings common shares were withheld for taxes: 3,283 shares at $33.67 per share on March 27, 2026, and 3,592 shares at $34.16 per share on March 30, 2026. These fulfill tax obligations on vested RSUs.

What RSUs remain outstanding for Sean P. Downes at Universal Insurance Holdings?

Following the exercise of 8,342 RSUs, the filing shows 8,341 restricted stock units remaining. According to the vesting schedule, these RSUs are expected to vest on March 27, 2027, assuming Sean P. Downes continues in employment through that vesting date.