0001415889-24-021043.txt : 20240809 0001415889-24-021043.hdr.sgml : 20240809 20240809161747 ACCESSION NUMBER: 0001415889-24-021043 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20240808 FILED AS OF DATE: 20240809 DATE AS OF CHANGE: 20240809 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Clark Chase M CENTRAL INDEX KEY: 0002033072 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41591 FILM NUMBER: 241193060 MAIL ADDRESS: STREET 1: 800 GESSNER ROAD STREET 2: SUITE 600 CITY: HOUSTON STATE: TX ZIP: 77024 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Skyward Specialty Insurance Group, Inc. CENTRAL INDEX KEY: 0001519449 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] ORGANIZATION NAME: 02 Finance IRS NUMBER: 141957288 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 800 GESSNER STREET 2: SUITE 600 CITY: HOUSTON STATE: TX ZIP: 77024 BUSINESS PHONE: 713-935-4888 MAIL ADDRESS: STREET 1: 800 GESSNER STREET 2: SUITE 600 CITY: HOUSTON STATE: TX ZIP: 77024 FORMER COMPANY: FORMER CONFORMED NAME: Houston International Insurance Group LTD DATE OF NAME CHANGE: 20140801 FORMER COMPANY: FORMER CONFORMED NAME: Houston International Insurance Group DATE OF NAME CHANGE: 20110428 3 1 form3-08092024_080843.xml X0206 3 2024-08-08 0 0001519449 Skyward Specialty Insurance Group, Inc. SKWD 0002033072 Clark Chase M 800 GESSNER ROAD SUITE 600 HOUSTON TX 77024 false true false false SENIOR VICE PRESIDENT 2022 LTIP - Common Stock 0 Common Stock 1880 D 2023 LTIP - Common Stock 0 Common Stock 1262 D 2023 LTIP - Performance Share Units 0 Common Stock 1262 D 2023 RSU Grant (3-Year) 0 Common Stock 5000 D 2023 RSU Grant (4-Year) 0 Common Stock 5000 D 2024 LTIP - Common Stock 0 Common Stock 747 D 2024 LTIP - Performance Share Units 0 Common Stock 747 D Upon vesting, each Restricted Stock Unit ("RSU") settles for one share of Common Stock. Subject to the Reporting Person's continuous service through the vesting date, 100% of the RSUs shall vest on January 1, 2025. Subject to the Reporting Person's continuous service through the vesting date, 100% of the RSUs shall vest on January 1, 2026. On February 27, 2023, the Reporting Person was granted 1,262 Performance Share Units ("PSUs"). Each PSU is equivalent to one share of the Company's Common Stock. The number of units subject to vest under this award can range from 0% to 150% of the amount shown based on the satisfaction of performance condition targets during the requisite service period. This award fully vests on January 1, 2026. Subject to the Reporting Person's continuous service through each vesting date, 50% of the RSUs shall vest on January 12, 2025 and the remaining 50% shall vest on January 12, 2026. Subject to the Reporting Person's continuous service through each vesting date, 50% of the RSUs shall vest on January 12, 2026 and the remaining 50% shall vest on January 12, 2027. Subject to the Reporting Person's continuous service through the vesting date, 100% of the RSUs shall vest on January 1, 2027. On February 27, 2024, the Reporting Person was granted 747 Performance Share Units ("PSUs"). Each PSU is equivalent to one share of the Company's Common Stock. The number of units subject to vest under this award can range from 0% to 150% of the amount shown based on the satisfaction of performance condition targets during the requisite service period. This award fully vests on January 1, 2027. /s/ Stacy E. Skelton, Attorney-in-Fact 2024-08-09 EX-24 2 ex24-08092024_080844.htm ex24-08092024_080844.htm

Limited Power of Attorney for Section 16 Reporting Obligations


With respect to holdings of and transactions in securities issued by Skyward Specialty Insurance Group, Inc. (the “Company”), the undersigned hereby constitutes and appoints the officers and/or employees of the Company listed on Schedule A attached hereto and as may be amended from time to time, or any of them signing singly, with full power of substitution and resubstitution, to act as the undersigned’s true and lawful attorney-in-fact to:


1.

Execute for and on behalf of the undersigned, Forms 3, 4, and 5 in accordance with Section 16 of the Securities Exchange Act of 1934, as amended, and the rules thereunder;


2.

Do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and


3.

Take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in the discretion of such attorney-in-fact.


The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution and resubstitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-facts substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.


The undersigned acknowledges that the attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is any Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended.

Additionally, I hereby revoke, terminate, and make void all authorizations and/or designations of any individual as an attorney-in-fact executed prior to the date hereof to execute and file on my behalf SEC Section 16 forms of the Company.


This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.




IN WITNESS WHEREOF, the undersigned has caused this Limited Power of Attorney to be executed as of this 31st day of July 2024.



/s/Chase M. Clark

CHASE M. CLARK



Schedule A


Individuals Appointed as Attorney-in-Fact with Full Power of Substitution and Resubstitution.


1.

Leslie Shaunty

2.

Jillian Tisdel

3.

Stacy E. Skelton