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Dowdell Robert E

Filed: 4 Oct 21, 5:10pm
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
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
DOWDELL ROBERT E

(Last) (First) (Middle)
7979 IVANHOE AVENUE, SUITE 500

(Street)
LA JOLLA CA 92037

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Palomar Holdings, Inc. [ PLMR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2021
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 3,434(1) D
Common Stock 10/01/2021 S(2) 6,306 D $80.7551(3) 54,049 I Held by RGD Partners, L.P.(4)
Common Stock 10/01/2021 S(2) 1,194 D $81.4235(3) 52,855 I Held by RGD Partners, L.P.(4)
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. The amount includes 833 Restricted Stock Units (RSUs) previously granted to the Reporting Person on 5/27/2021 (Grant Date) pursuant to the Issuer's 2019 Equity Incentive Plan. Subject to the Reporting Person's continued service, the RSUs shall vest in full upon the first anniversary of the Grant Date.
2. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by RGD Partners, L.P.
3. Column 4 reflects weighted average prices as follows: shares were sold in multiple transactions at prices ranging from $80.33 - $81.30 (weighted average $80.7551), inclusive; and $81.35 - $81.525 (weighted average $81.4235), inclusive. Reporting person undertakes to provide issuer, securityholder of issuer or SEC staff, upon request, information regarding number of shares sold at each separate price within ranges set forth herein.
4. Mr. Dowdell serves as an agent of RGD Partners, L.P. Mr. Dowdell has no pecuniary interest in shares held by RGD Partners, L.P. He retains voting and dispositive control over such shares. Mr. Dowdell disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. Dowdell is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
Remarks:
/s/ Christopher Uchida, Attorney-in-Fact 10/04/2021
** 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.
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