SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Clark Chase M

(Last)

(First)

(Middle)

800 GESSNER ROAD

SUITE 600

(Street)

HOUSTON

77024

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
08/08/2024

3. Issuer Name and Ticker or Trading Symbol
Skyward Specialty Insurance Group, Inc. [ SKWD ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SENIOR VICE PRESIDENT

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
2022 LTIP - Common Stock⁽¹⁾	⁽²⁾	⁽²⁾	Common Stock	1,880	$0	D
2023 LTIP - Common Stock⁽¹⁾	⁽³⁾	⁽³⁾	Common Stock	1,262	$0	D
2023 LTIP - Performance Share Units	⁽⁴⁾	⁽⁴⁾	Common Stock	1,262	$0	D
2023 RSU Grant (3-Year)⁽¹⁾	⁽⁵⁾	⁽⁵⁾	Common Stock	5,000	$0	D
2023 RSU Grant (4-Year)	⁽⁶⁾	⁽⁶⁾	Common Stock	5,000	$0	D
2024 LTIP - Common Stock⁽¹⁾	⁽⁷⁾	⁽⁷⁾	Common Stock	747	$0	D
2024 LTIP - Performance Share Units	⁽⁸⁾	⁽⁸⁾	Common Stock	747	$0	D

Explanation of Responses:

1. Upon vesting, each Restricted Stock Unit ("RSU") settles for one share of Common Stock.

2. Subject to the Reporting Person's continuous service through the vesting date, 100% of the RSUs shall vest on January 1, 2025.

3. Subject to the Reporting Person's continuous service through the vesting date, 100% of the RSUs shall vest on January 1, 2026.

4. 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.

5. 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.

6. 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.

7. Subject to the Reporting Person's continuous service through the vesting date, 100% of the RSUs shall vest on January 1, 2027.

8. 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	08/09/2024
	** 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 5 (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.