Dominic F. Silvester - 21 Jan 2025 Form 4 Insider Report for Enstar Group LTD (ESGR)

Role: Chief Executive Officer, Director
Signature: /s/ Audrey B. Taranto by power of attorney
Issuer symbol: ESGR
Transactions as of: 21 Jan 2025
Net transactions value: $0
Form type: 4
Filing time: 21 Jan 2025, 16:17:46 UTC
Previous filing: 08 Nov 2023
Next filing: 03 Jul 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ESGR	Ordinary Shares	Options Exercise		+209,490	+32%		867,862	21 Jan 2025	By Volume Five Limited	F1, F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	ESGR	Joint Share Ownership Interest	Options Exercise		-209,490	-100%		0	21 Jan 2025	Ordinary Shares	209,490		Direct	F2, F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Ordinary shares acquired as a result of the exercise of an equity compensation award (the "Award") granted to Mr. Silvester under Enstar Group Limited's ("Enstar") Joint Share Ownership Plan, a sub-plan of the Amended and Restated Enstar Group Limited 2016 Equity Incentive Plan (the "JSOP"). The terms of the Award were governed by a joint share ownership agreement dated as of January 21, 2020 and amended on July 1, 2022 (the "JSOP Agreement") between Enstar, Mr. Silvester and the trustee (the "Trustee") of the Enstar Group Limited Employee Benefit Trust (the "Trust").
F2	Under the terms of the JSOP Agreement, the Award became exercisable on January 21, 2025 (the "Vesting Date") upon the achievement of the following: the market price of an ordinary share of Enstar on the Vesting Date was equal to or greater than $315.53; and the performance condition based on growth in Enstar's fully diluted book value per share was satisfied.
F3	Volume Five Limited is an England and Wales private limited company that is wholly owned by Mr. Silvester.
F4	The Joint Share Ownership Interest relates to the Award granted to Mr. Silvester under the JSOP.
F5	By virtue of exercising the Award, Mr. Silvester no longer has any interest in the balance of the ordinary shares that were held in the JSOP.