Kinsale Capital (KNSL) Form 4 Kinsale Capital / Michael P Kehoe ownership change

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^*

Kehoe Michael P

(Last) (First) (Middle)

C/O KINSALE CAPITAL GROUP, INC.

2221 EDWARD HOLLAND DRIVE, SUITE 600

(Street)

RICHMOND VA 23230

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Kinsale Capital Group, Inc. [ KNSL ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2020

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, par value $0.01 per share	05/15/2020		M		10,000	A	$16	357,711	D
Common Stock, par value $0.01 per share	05/15/2020		S		1,000(1)	D	$129.4(2)	356,711	D
Common Stock, par value $0.01 per share	05/15/2020		S		100(1)	D	$130.44	356,611	D
Common Stock, par value $0.01 per share	05/15/2020		S		4,100(1)	D	$132.09(3)	352,511	D
Common Stock, par value $0.01 per share	05/15/2020		S		4,500(1)	D	$133.02(4)	348,011	D
Common Stock, par value $0.01 per share	05/15/2020		S		300(1)	D	$133.63(5)	347,711	D
Common Stock, par value $0.01 per share								651,738	I	As sole manager of M.P. Kehoe, LLC(6)

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
Options (Rights to Buy)	$16	05/15/2020		M			10,000	(7)	07/27/2026	Common Stock, par value $0.01 per share	10,000	$0.00	89,576	D

Explanation of Responses:

1. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 24, 2019.

2. The shares were sold in multiple transactions on May 15, 2020 at actual sale prices ranging from $129.00 to $129.83 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

3. The shares were sold in multiple transactions on May 15, 2020 at actual sale prices ranging from $131.50 to $132.49 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

4. The shares were sold in multiple transactions on May 15, 2020 at actual sale prices ranging from $132.54 to $133.52 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

5. The shares were sold in multiple transactions on May 15, 2020 at actual sale prices ranging from $133.57 to $133.72 per share. The price reported reflects the weighted average sale price for the transactions. The reporting person undertakes to provide upon request by the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

6. The reporting person is the managing member of M.P. Kehoe, LLC (the "LLC"). The reporting person disclaims beneficial ownership of shares of Common Stock held by the LLC except to the extent of his pecuniary interest therein.

7. The options vest in four equal installments on each anniversary of July 27, 2016.

Remarks:

	/s/ Amanda E. Viol, as attorney-in-fact	05/18/2020
	** 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).
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