Bradley M. Shuster - Dec 26, 2023 Form 4 Insider Report for NMI Holdings, Inc. (NMIH)

Signature
/s/ Lynn Zheng, as Attorney-in-Fact
Stock symbol
NMIH
Transactions as of
Dec 26, 2023
Transactions value $
-$3,704,977
Form type
4
Date filed
12/27/2023, 04:16 PM
Previous filing
Dec 26, 2023
Next filing
Feb 9, 2024

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 $1.46M +171K +40.15% $8.50 598K Dec 26, 2023 Direct
transaction NMIH Class A Common Shares, $0.01 par value per share Sale -$5.16M -171K -28.65% $30.11 427K Dec 26, 2023 Direct F1, F2, F3
holding NMIH Class A Common Shares, $0.01 par value per share 47.2K Dec 26, 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 -171K -100% $0.00* 0 Dec 26, 2023 Class A Common Shares, $0.01 par value per share 171K $8.50 Direct F4
* 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 at an average sale price of $30.1137. The range of sale prices on the transaction date was $30.0000 to $30.2700. 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.
F3 Represents 347,640 Class A common shares and 79,323 unvested restricted stock units.
F4 The option vested in full on February 12, 2018.