Essent Group Ltd. — Director's Dealing 2013

Oct 30, 2013

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Essent Group Ltd. (ESNT)
CIK: 0001448893
Period of Report: 2013-10-30

Reporting Person: Bhasin Vijay (Sr. VP & Chief Risk Officer)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class A Common Shares	$		Common Shares (87400)		Direct
Class B-2 Common Shares	$		Common Shares (144468)		Direct

Footnotes

F1: The Class A Common Shares automatically convert into Common Shares, par value $0.015 per share, after giving effect to the 2 for 3 share split, immediately prior to consummation of the issuer's initial public offering.

F2: The Class B-2 Common Shares that are eligible to vest under the issuer's Amended and Restated 2009 Restricted Share Plan (the "2009 Plan") automatically convert into Common Shares, par value $0.015 per share, after giving effect to the 2 for 3 share split, immediately prior to consummation of the issuer's initial public offering and any Class B-2 Common Shares that are not eligible to vest under the 2009 Plan are forfeited immediately prior to consummation of the issuer's initial public offering.

F3: Includes 46,513 restricted shares granted under the issuer's Annual Leadership Bonus Plan, of which 22,911 vest on January 1, 2014, 15,386 vest on January 1, 2015, and the remaining restricted shares vest on January 1, 2016.

F4: Includes 48,156 restricted shares granted under the issuer's 2009 Plan that vest on June 1, 2014.