Universal Insurance CEO gets stock from PSU vesting

UNIVERSAL INSURANCE HOLDINGS, INC.

Rhea-AI Filing Summary

UNIVERSAL INSURANCE HOLDINGS, INC. CEO Stephen Donaghy reported a mix of equity award vesting and tax withholding transactions in Common Stock. On February 24, 2026, he acquired 47,919 shares at no cost from performance-based units granted on March 20, 2023 for the 2023–2025 performance period, after the compensation committee certified that the maximum performance threshold was achieved. In connection with this vesting, 14,213 shares were withheld to cover tax obligations. Following these transactions, Donaghy directly owns 688,667 Common Stock shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Donaghy Stephen

Role CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	47,919	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	14,213	$30.23	$430K

Holdings After Transaction: Common Stock — 688,667 shares (Direct)

Footnotes (2)

1. F1. Represents shares of Common Stock issued pursuant to the performance-based units ("PSUs") previously granted on March 20, 2023 for performance over fiscal 2023 through 2025 performance period. These PSUs vested on February 24, 2026, following certification by the Issuer's compensation committee. The maximum performance threshold was achieved. As permitted by the terms of the awards, the compensation committee issued the target number of shares of Common Stock subject to the PSUs and a cash payment in respect of PSUs earned in excess of target in settlement of the award.
2. F2. These shares of Common Stock were withheld to satisfy the tax withholding obligation in connection with the settlement of vested PSUs into shares of Common Stock.

FAQ

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

What insider transactions did UVE CEO Stephen Donaghy report?

Stephen Donaghy reported vesting of performance-based stock units and related tax withholding. He received 47,919 Common Stock shares at no cost and had 14,213 shares withheld to satisfy taxes, leaving him with 688,667 directly owned shares.

How many Universal Insurance (UVE) shares did the CEO receive from PSU vesting?

The CEO received 47,919 Common Stock shares from vested performance-based units. These PSUs were originally granted on March 20, 2023 and covered performance over the 2023–2025 period, with the compensation committee certifying maximum performance was achieved.

Why were some UVE shares disposed of in Stephen Donaghy’s Form 4?

14,213 Common Stock shares were disposed of through tax withholding. The shares were withheld to satisfy tax obligations arising from the settlement of vested performance-based units into Common Stock, rather than being an open-market sale transaction.

What performance conditions applied to the UVE PSUs that vested for the CEO?

The performance-based units were granted on March 20, 2023 for a fiscal 2023 through 2025 performance period. They vested on February 24, 2026 after the compensation committee certified that the maximum performance threshold under the award’s terms had been achieved.

How many UVE shares does CEO Stephen Donaghy own after these transactions?

After the vesting and tax-withholding transactions, Stephen Donaghy directly owns 688,667 Common Stock shares. This figure reflects the net result of the 47,919-share PSU settlement and the 14,213 shares withheld for tax obligations on February 24, 2026.

Did Universal Insurance (UVE) pay any cash related to the vested PSUs?

Yes, a cash component was involved. The compensation committee issued the target number of Common Stock shares for the vested PSUs and paid cash for the portion of PSUs earned above target, in line with the award’s settlement terms.

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

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Accepted by SEC EDGAR 02/26/2026 - 04:29 PM EST 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^*

Donaghy Stephen

(Last) (First) (Middle)

1110 WEST COMMERCIAL BOULEVARD

SUITE 100

(Street)

FORT LAUDERDALE FL 33309

(City) (State) (Zip)

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)
	CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

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	02/24/2026		A		47,919(1)	A	$0	702,880	D
Common Stock	02/24/2026		F		14,213(2)	D	$30.23	688,667	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

Explanation of Responses:

1. Represents shares of Common Stock issued pursuant to the performance-based units ("PSUs") previously granted on March 20, 2023 for performance over fiscal 2023 through 2025 performance period. These PSUs vested on February 24, 2026, following certification by the Issuer's compensation committee. The maximum performance threshold was achieved. As permitted by the terms of the awards, the compensation committee issued the target number of shares of Common Stock subject to the PSUs and a cash payment in respect of PSUs earned in excess of target in settlement of the award.

2. These shares of Common Stock were withheld to satisfy the tax withholding obligation in connection with the settlement of vested PSUs into shares of Common Stock.

Remarks:

	/s/ Stephen Donaghy	02/26/2026
	** 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.