Kinsale Capital Form 4 / 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.

2035 MAYWILL STREET, SUITE 100

(Street)

RICHMOND

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)
11/12/2020

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01 per share	11/12/2020		S		423⁽¹⁾	D	$208.54⁽²⁾	341,476	D
Common Stock, par value $0.01 per share	11/12/2020		S		371⁽¹⁾	D	$209.61⁽³⁾	341,105	D
Common Stock, par value $0.01 per share	11/12/2020		S		443⁽¹⁾	D	$211.09⁽⁴⁾	340,662	D
Common Stock, par value $0.01 per share	11/12/2020		S		100⁽¹⁾	D	$212.37	340,562	D
Common Stock, par value $0.01 per share	11/12/2020		S		200⁽¹⁾	D	$214.76⁽⁵⁾	340,362	D
Common Stock, par value $0.01 per share	11/12/2020		S		200⁽¹⁾	D	$215.85⁽⁶⁾	340,162	D
Common Stock, par value $0.01 per share	11/12/2020		S		463⁽¹⁾	D	$218.05⁽⁷⁾	339,699	D
Common Stock, par value $0.01 per share	11/12/2020		S		100⁽¹⁾	D	$219.2⁽⁸⁾	339,599	D
Common Stock, par value $0.01 per share	11/12/2020		S		200⁽¹⁾	D	$220.77⁽⁹⁾	339,399	D
Common Stock, par value $0.01 per share	11/13/2020		M		5,000	A	$16	344,399	D
Common Stock, par value $0.01 per share	11/13/2020		S		220⁽¹⁰⁾	D	$208.72⁽¹¹⁾	344,179	D
Common Stock, par value $0.01 per share	11/13/2020		S		330⁽¹⁰⁾	D	$209.71⁽¹²⁾	343,849	D
Common Stock, par value $0.01 per share	11/13/2020		S		1,220⁽¹⁰⁾	D	$211.36⁽¹³⁾	342,629	D
Common Stock, par value $0.01 per share	11/13/2020		S		2,130⁽¹⁰⁾	D	$212.28⁽¹⁴⁾	340,499	D
Common Stock, par value $0.01 per share	11/13/2020		S		1,100⁽¹⁰⁾	D	$212.98⁽¹⁵⁾	339,399	D
Common Stock, par value $0.01 per share	11/12/2020		S		550⁽¹⁶⁾	D	$208.2⁽¹⁷⁾	646,188	I	As sole manager of M.P. Kehoe, LLC⁽¹⁸⁾
Common Stock, par value $0.01 per share	11/12/2020		S		808⁽¹⁶⁾	D	$209.18⁽¹⁹⁾	645,380	I	As sole manager of M.P. Kehoe, LLC⁽¹⁸⁾
Common Stock, par value $0.01 per share	11/12/2020		S		700⁽¹⁶⁾	D	$210.4⁽²⁰⁾	644,680	I	As sole manager of M.P. Kehoe, LLC⁽¹⁸⁾
Common Stock, par value $0.01 per share	11/12/2020		S		600⁽¹⁶⁾	D	$211.5⁽²¹⁾	644,080	I	As sole manager of M.P. Kehoe, LLC⁽¹⁸⁾
Common Stock, par value $0.01 per share	11/12/2020		S		200⁽¹⁶⁾	D	$213.63⁽²²⁾	643,880	I	As sole manager of M.P. Kehoe, LLC⁽¹⁸⁾
Common Stock, par value $0.01 per share	11/12/2020		S		410⁽¹⁶⁾	D	$214.94⁽²³⁾	643,470	I	As sole manager of M.P. Kehoe, LLC⁽¹⁸⁾
Common Stock, par value $0.01 per share	11/12/2020		S		330⁽¹⁶⁾	D	$215.97⁽²⁴⁾	643,140	I	As sole manager of M.P. Kehoe, LLC⁽¹⁸⁾
Common Stock, par value $0.01 per share	11/12/2020		S		700⁽¹⁶⁾	D	$217.61⁽²⁵⁾	642,440	I	As sole manager of M.P. Kehoe, LLC⁽¹⁸⁾
Common Stock, par value $0.01 per share	11/12/2020		S		300⁽¹⁶⁾	D	$218.71⁽²⁶⁾	642,140	I	As sole manager of M.P. Kehoe, LLC⁽¹⁸⁾
Common Stock, par value $0.01 per share	11/12/2020		S		400⁽¹⁶⁾	D	$220.62⁽²⁷⁾	641,740	I	As sole manager of M.P. Kehoe, LLC⁽¹⁸⁾
Common Stock, par value $0.01 per share	11/12/2020		S		2	D	$222.21	641,738	I	As sole manager of M.P. Kehoe, LLC⁽¹⁸⁾

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Options (Right to Buy)⁽²⁸⁾	$16	11/13/2020		M			5,000	⁽²⁹⁾	07/27/2026	Common Stock, par value $0.01 per share	5,000	$0.00	79,576	D

Explanation of Responses:

1. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 3, 2020.

2. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $208.17 to $209.08 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 November 12, 2020 at actual sale prices ranging from $209.32 to $209.97 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 November 12, 2020 at actual sale prices ranging from $210.54 to $211.29 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 November 12, 2020 at actual sale prices ranging from $214.23 to $215.23 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 shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $215.68 to $216.01 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.

7. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $217.72 to $218.42 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.

8. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $219.19 to $219.76 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.

9. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $220.76 to $220.77 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.

10. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 15, 2020.

11. The shares were sold in multiple transactions on November 13, 2020 at actual sale prices ranging from $208.27 to $209.00 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.

12. The shares were sold in multiple transactions on November 13, 2020 at actual sale prices ranging from $209.49 to $210.05 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.

13. The shares were sold in multiple transactions on November 13, 2020 at actual sale prices ranging from $210.62 to $211.61 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.

14. The shares were sold in multiple transactions on November 13, 2020 at actual sale prices ranging from $211.80 to $212.78 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.

15. The shares were sold in multiple transactions on November 13, 2020 at actual sale prices ranging from $212.84 to $213.38 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.

16. The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person with respect to M.P. Kehoe, LLC on August 3, 2020.

17. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $207.67 to $208.60 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.

18. 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.

19. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $208.78 to $209.57 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.

20. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $209.97 to $210.94 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.

21. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $211.11 to $211.72 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.

22. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $213.22 to $213.81 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.

23. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $214.45 to $215.24 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.

24. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $215.54 to $216.50 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.

25. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $217.19 to $218.00 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.

26. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $218.44 to $219.05 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.

27. The shares were sold in multiple transactions on November 12, 2020 at actual sale prices ranging from $220.16 to $220.79 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.

28. Granted on July 27, 2016 under the Kinsale Capital Group, Inc. 2016 Omnibus Incentive Plan.

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

Remarks:

	/s/ Amanda E. Viol, as attorney-in-fact	11/16/2020
	** 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).
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.

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