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Baldwin Insurance Group, Inc. Director's Dealing 2025

Mar 6, 2025

31678_dirs_2025-03-05_796f7b59-3ae0-482f-9d65-c63ed84ccf70.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Baldwin Insurance Group, Inc. (BWIN)
CIK: 0001781755
Period of Report: 2025-03-03

Reporting Person: Baldwin Lowry (Director, 10% Owner, See Remarks)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2025-03-03 Class B Common Stock J 50000 Disposed 12927590 Indirect
2025-03-03 Class B Common Stock J 25000 Disposed 12902590 Indirect
2025-03-03 Class B Common Stock J 125000 Disposed 12777590 Indirect
2025-03-03 Class B Common Stock J 125000 Acquired 125000 Indirect
2025-03-03 Class B Common Stock C 125000 Disposed 0 Indirect
2025-03-03 Class A Common Stock C 125000 Acquired 125000 Indirect
2025-03-03 Class A Common Stock S 16398 $39.29 Disposed 108602 Indirect
2025-03-03 Class A Common Stock S 18503 $41.05 Disposed 90099 Indirect
2025-03-04 Class A Common Stock S 43341 $38.56 Disposed 46758 Indirect
2025-03-04 Class A Common Stock S 36436 $39.82 Disposed 10322 Indirect
2025-03-04 Class A Common Stock S 10322 $40.64 Disposed 0 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2025-03-03 LLC Units in The Baldwin Insurance Group Holdings, LLC $0 J 50000 Disposed Class A Common Stock (50000) Indirect
2025-03-03 LLC Units in The Baldwin Insurance Group Holdings, LLC $0 J 25000 Disposed Class A Common Stock (25000) Indirect
2025-03-03 LLC Units in The Baldwin Insurance Group Holdings, LLC $0 J 125000 Disposed Class A Common Stock (125000) Indirect
2025-03-03 LLC Units in The Baldwin Insurance Group Holdings, LLC $0 J 125000 Acquired Class A Common Stock (125000) Indirect
2025-03-03 LLC Units in The Baldwin Insurance Group Holdings, LLC $0 C 125000 Disposed Class A Common Stock (125000) Indirect

Footnotes

F1: These securities were distributed to a member of BIGH, LLC ("BIGH") in exchange for a corresponding reduction in such member's ownership of BIGH.

F2: The reporting person disclaims beneficial ownership in these securities except to the extent of his pecuniary interest therein.

F3: In a transaction exempt from Section 16 pursuant to Rule 16a-13, the reporting person (who is the sole manager of the manager of BIGH and who is deemed to have beneficial ownership of the securities held by BIGH to the extent of his pecuniary therein) caused BIGH to distribute securities that were held by BIGH to the L. Lowry Baldwin Revocable Family Trust (the "Baldwin Revocable Trust"), of which the reporting person serves as the sole trustee, in exchange for a corresponding reduction in the Baldwin Revocable Trust's ownership of BIGH.

F4: The securities are directly held by the Baldwin Revocable Trust, of which the reporting person serves as the sole trustee.

F5: The price reported is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $39.05 to $40.02. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

F6: The price reported is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $40.23 to $41.13. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

F7: The price reported is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $38.38 to $39.36. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

F8: The price reported is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $39.38 to $40.37. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

F9: The price reported is a weighted average price. The reported securities were sold in multiple transactions at prices ranging from $40.38 to $40.95. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.

F10: Each LLC Unit, together with a share of Class B common stock, may be exchanged by the holder for one share of Class A common stock at any time. The LLC Units do not expire.