Bradley M. Shuster - Dec 21, 2023 Form 4 Insider Report for NMI Holdings, Inc. (NMIH)

Role
Executive Chairman, Director
Signature
/s/ Lynn Zheng, as Attorney-in-Fact
Stock symbol
NMIH
Transactions as of
Dec 21, 2023
Transactions value $
-$3,993,819
Form type
4
Date filed
12/26/2023, 04:09 PM
Previous filing
Apr 5, 2023
Next filing
Dec 27, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NMIH Class A Common Shares, $0.01 par value per share Options Exercise $1.42M +115K +26.95% $12.32 542K Dec 21, 2023 Direct
transaction NMIH Class A Common Shares, $0.01 par value per share Sale -$3.42M -115K -21.23% $29.71 427K Dec 21, 2023 Direct F1, F2
transaction NMIH Class A Common Shares, $0.01 par value per share Options Exercise $183K +21.6K +5.05% $8.50 449K Dec 21, 2023 Direct
transaction NMIH Class A Common Shares, $0.01 par value per share Sale -$647K -21.6K -4.81% $30.00 427K Dec 21, 2023 Direct F1, F3
transaction NMIH Class A Common Shares, $0.01 par value per share Options Exercise $602K +70.8K +16.58% $8.50 498K Dec 22, 2023 Direct
transaction NMIH Class A Common Shares, $0.01 par value per share Sale -$2.13M -70.8K -14.22% $30.08 427K Dec 22, 2023 Direct F1, F4, F5
holding NMIH Class A Common Shares, $0.01 par value per share 47.2K Dec 21, 2023 By Shuster Family Trust, of which Mr. Shuster and his wife are co-trustees and beneficiaries

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 NMIH Stock Option (right to buy) Options Exercise $0 -115K -100% $0.00* 0 Dec 21, 2023 Class A Common Shares, $0.01 par value per share 115K $12.32 Direct F6
transaction NMIH Stock Option (right to buy) Options Exercise $0 -21.6K -8.18% $0.00 242K Dec 21, 2023 Class A Common Shares, $0.01 par value per share 21.6K $8.50 Direct F7
transaction NMIH Stock Option (right to buy) Options Exercise $0 -70.8K -29.23% $0.00 171K Dec 22, 2023 Class A Common Shares, $0.01 par value per share 70.8K $8.50 Direct F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Mr. Shuster has adopted a 10b5-1 Plan. This 10b5-1 Plan allows for the orderly disposition of a portion of shares owned by Mr. Shuster as part of his investment and financial planning needs, including individual asset diversification. The shares were sold pursuant to the 10b5-1 Plan.
F2 The common stock was sold by the reporting person in a series of open market transactions on the transaction date at an average sale price of $29.7149. The range of sale prices was $29.2550 to $30.0000 on the transaction date. The reporting person undertakes to provide, upon request by SEC staff, NMIH, or a securityholder of NMIH, full information regarding the number of shares sold at each price.
F3 The common stock was sold by the reporting person in a series of open market transactions on the transaction date at an average sale price of $30.000. The range of sales prices was $30.000 to $30.005 on the transaction date. The reporting person undertakes to provide, upon request by SEC staff, NMIH, or a securityholder of NMIH, full information regarding the number of shares sold at each price.
F4 The common stock was sold by the reporting person in a series of open market transactions at an average sale price of $30.0839. The range of sale prices on the transaction date was $30.0000 to $30.2600. The reporting person undertakes to provide, upon request by the SEC staff, NMIH or a security holder of NMIH, full information regarding the shares sold at each price.
F5 Represents 347,640 Class A common shares and 79,323 unvested restricted stock units.
F6 The option vested in full on February 12, 2017.
F7 The option vested in full on February 12, 2018.