X0206 3 2013-10-30 0 0001448893 Essent Group Ltd. ESNT 0001193202 WEINSTOCK DAVID B C/O ESSENT GROUP LTD. CLARENDON HOUSE 2 CHURCH STREET HAMILTON D0 HM 11 BERMUDA 0 1 0 0 VP & Chief Accounting Officer Class A Common Shares Common Shares 21783 D Class B-2 Common Shares Common Shares 45146 D 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. 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. Includes restricted 13,975 shares granted under the issuer's Annual Leadership Bonus Plan, of which 6,937 vest on January 1, 2014, 4,622 vest on January 1, 2015 and the remaining restricted shares vest on January 1, 2016. Includes 30,097 restricted shares granted under the issuer's 2009 Plan, of which 15,049 vest on December 1, 2013 and 15,048 vest on December 1, 2014. Exhibit List: Exhibit 24 - Power of Attorney /s/ Mary Lourdes Gibbons, as attorney-in-fact 2013-10-30