MBIA (NYSE: MBI) CEO receives 242,308-share grant, surrenders stock for taxes

Rhea-AI Filing Summary

MBIA Inc reported that CEO and President William C. Fallon received a grant of 242,308 shares of common stock at $6.50 per share. These time-based shares will vest in equal installments on the third, fourth and fifth anniversaries of the grant date, subject to continued employment and certain exceptions. To cover tax liabilities upon the vesting of restricted stock, 27,726 shares were surrendered to the company at $6.50 per share. After these transactions and an adjustment for retirement plan shares, Fallon directly holds 2,866,318 common shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Fallon William C

Role CEO and President

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	242,308	$6.50	$1.58M
Tax Withholding	Common Stock	27,726	$6.50	$180K

Holdings After Transaction: Common Stock — 2,894,044 shares (Direct)

Footnotes (1)

1. Time based shares that will vest in equal installments on the third, fourth and fifth anniversary of the grant date, subject to the NEO's continued employment on the vesting date (subject to certain exceptions). Balance reflects adjustment for retirement plan shares. Represents Shares surrendered to Issuer for payment of tax liability upon vesting of restricted stock.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a 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). See Instruction 10.

1. Name and Address of Reporting Person^*

Fallon William C

(Last) (First) (Middle)

C/O MBIA INC.

1 MANHATTANVILLE ROAD, SUITE 202

(Street)

PURCHASE NY 10577

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MBIA INC [ MBI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO and President

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/04/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/03/2026		A		242,308(1)	A	$6.5	2,894,044(2)	D
Common Stock	03/03/2026		F		27,726(3)	D	$6.5	2,866,318(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Time based shares that will vest in equal installments on the third, fourth and fifth anniversary of the grant date, subject to the NEO's continued employment on the vesting date (subject to certain exceptions).

2. Balance reflects adjustment for retirement plan shares.

3. Represents Shares surrendered to Issuer for payment of tax liability upon vesting of restricted stock.

	/s/ William J. Rizzo, Attorney-in-Fact	03/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did MBIA (MBI) CEO William C. Fallon report?

William C. Fallon reported a grant of 242,308 MBIA common shares at $6.50 and the surrender of 27,726 shares to cover tax liabilities. These transactions reflect equity compensation and related tax withholding rather than open-market buying or selling activity.

How will the new MBIA (MBI) shares granted to the CEO vest over time?

The 242,308 MBIA common shares are time-based and will vest in equal installments on the third, fourth and fifth anniversaries of the grant date. Vesting is conditioned on the named executive officer’s continued employment, subject to certain specified exceptions in the award terms.

Why did the MBIA (MBI) CEO surrender 27,726 shares in this Form 4/A?

The 27,726 MBIA shares were surrendered to the company to pay tax liabilities upon the vesting of restricted stock, at a price of $6.50 per share. This tax-withholding disposition is a common mechanism to satisfy tax obligations without a separate cash payment.

How many MBIA (MBI) shares does CEO William C. Fallon own after these transactions?

Following the grant, tax-withholding surrender and an adjustment for retirement plan shares, William C. Fallon directly owns 2,866,318 MBIA common shares. The filing indicates this balance reflects both the new award and the retirement plan share adjustment described in the footnotes.

Were the MBIA (MBI) CEO’s reported transactions open-market purchases or sales?

The reported MBIA transactions are not open-market trades. They consist of a grant or award acquisition of 242,308 common shares and a tax-withholding disposition, where 27,726 shares were surrendered to the issuer to cover tax liabilities upon restricted stock vesting.