Form 4: Palomar Holdings CEO Sells Shares Under 10b5-1 Plan

Palomar Holdings' CEO and Chairman, Mac Armstrong, reported the sale of 5,000 shares of common stock through a Rule 10b5-1 plan.

Summary

• Mac Armstrong, CEO and Chairman of Palomar Holdings, Inc., reported transactions in the company's common stock.
• On September 22, 2025, 2,300 shares were sold indirectly by the Armstrong Family Trust at a weighted average price of $115.5431 per share.
• On the same date, an additional 2,700 shares were sold indirectly by the Armstrong Family Trust at a weighted average price of $116.4228 per share.
• These sales were executed pursuant to a Rule 10b5-1 pre-arranged trading plan.
• Following these transactions, Mac Armstrong directly beneficially owns 73,342 shares, which includes 2,652 shares purchased through the Palomar Holdings, Inc. 2019 Employee Stock Purchase Plan (ESPP).
• Indirect beneficial ownership by the Armstrong Family Trust stands at 372,388 shares after the reported sales.

Sentiment

Score: 5

Explanation: The filing reports routine insider sales executed under a pre-arranged 10b5-1 plan, which typically indicates a planned liquidity event rather than a change in sentiment regarding the company's prospects. The small ESPP purchase is a minor positive.

Positives

• The sales were conducted under a Rule 10b5-1 plan, indicating they were pre-scheduled and not based on immediate, non-public information.
• Mac Armstrong's direct beneficial ownership includes 2,652 shares acquired through the company's Employee Stock Purchase Plan (ESPP), demonstrating continued participation in employee ownership programs.

Negatives

• The CEO and Chairman, Mac Armstrong, sold a total of 5,000 shares of common stock, which could be perceived as a reduction in insider exposure to the company's equity.

Future Outlook

This filing, a Form 4, reports past insider transactions and does not contain forward-looking statements or guidance regarding the company's future outlook.

Industry Context

Insider transaction reports (Form 4s) are routine disclosures for publicly traded companies. Sales executed under a Rule 10b5-1 plan are common among executives for personal financial planning and are generally viewed as less indicative of management's sentiment about the company's immediate prospects compared to unplanned sales.

Corporate Governance

Related Party Transactions

• The reported sales of 5,000 shares were made indirectly by the Armstrong Family Trust, which is considered a related party to Mac Armstrong, the CEO and Chairman.

Stakeholder Impact

• Shareholders: The sale of shares by a key executive, even if planned, could be interpreted by some as a slight reduction in insider confidence, though the 10b5-1 plan mitigates this perception.
• Employees: The inclusion of shares purchased through the Employee Stock Purchase Plan (ESPP) indicates continued participation in employee ownership programs.

Key Dates

Recommendation

The filing details routine insider sales by the CEO under a pre-arranged 10b5-1 plan, which is a common practice for executives managing personal finances. This transaction alone does not provide sufficient new information to warrant a change in investment recommendation, suggesting a 'hold' position is appropriate for existing investors.

Keywords

Palomar Holdings, PLMR, Mac Armstrong, insider trading, Form 4, stock sale, CEO, Chairman, 10b5-1 plan, common stock