Form 4: Baldwin Insurance CAO Receives Performance Shares

Baldwin Insurance Group's Chief Accounting Officer, Corbyn N. Lichon, acquired shares from performance-based restricted stock units and simultaneously sold shares for tax withholding.

Summary

• Corbyn N. Lichon, Chief Accounting Officer of Baldwin Insurance Group, Inc. (BWIN), acquired 4,744 shares of Class A Common Stock on February 23, 2026.
• These shares were issued in settlement of performance-based restricted stock units (PSUs) granted in 2023, which settled based on the achievement of predetermined performance goals.
• Concurrently, 1,880 shares of Class A Common Stock were disposed of at a price of $16.57 per share to satisfy income tax withholding obligations related to the PSU settlement.
• Following these transactions, Corbyn N. Lichon beneficially owns 49,536 shares of Class A Common Stock.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive event for the executive, as it signifies the achievement of performance goals leading to equity compensation. For the company, it's a neutral, routine compensation event reflecting existing governance.

Positives

• The settlement of performance-based restricted stock units indicates that predetermined performance goals were achieved by the company, reflecting positively on operational execution.

Negatives

• A portion of the acquired shares (1,880 shares) was immediately sold to cover income tax withholding obligations, which is a standard practice but reduces the net shares received by the executive.

Future Outlook

The filing does not contain specific forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

• Shares of Class A common stock were issued to the reporting person in settlement of performance-based restricted stock units (PSUs) granted in 2023, based on the achievement of predetermined performance goals.
• Shares of Class A common stock were withheld by the issuer to satisfy income tax withholding obligations in connection with the issuance of the PSU shares.

Industry Context

StockSavvy.ai notes that executive compensation packages frequently include performance-based equity awards like PSUs, which align management incentives with company performance. The subsequent sale of shares for tax withholding is a standard and expected practice in such compensation events across various industries.

Comparison to Industry Standards

• The use of performance-based restricted stock units (PSUs) as a component of executive compensation is a common practice among publicly traded companies, aligning executive incentives with shareholder value creation.
• The withholding of shares to cover income tax obligations upon the vesting or settlement of equity awards is a standard and widely accepted method for managing tax liabilities in executive compensation plans, consistent with practices observed at companies like Berkshire Hathaway (BRK.A, BRK.B) for its executives' stock-based compensation or major financial institutions like JPMorgan Chase (JPM) for their senior leadership.

Corporate Governance

Stakeholder Impact

• Shareholders: The event is a routine part of executive compensation and does not introduce new material information that would significantly impact shareholder value beyond the existing compensation structure.
• Employees: No direct impact on general employees is indicated by this filing.
• Management: The Chief Accounting Officer benefits from the settlement of performance-based equity, indicating successful achievement of performance targets.

Key Dates

Recommendation

This Form 4 details a routine executive compensation event involving the settlement of performance-based restricted stock units and subsequent tax withholding. It does not provide new information that would significantly alter the investment thesis for Baldwin Insurance Group, Inc., thus a 'hold' recommendation is appropriate.

Keywords

BWIN, Baldwin Insurance Group, Corbyn Lichon, Chief Accounting Officer, SEC Form 4, Insider Transaction, Performance Stock Units, Executive Compensation, Stock Award, Tax Withholding