MBIA Inc. (MBI) officer receives 6,771 performance shares, vests through 2028

Rhea-AI Filing Summary

MBIA Inc. reported that one of its assistant vice presidents acquired additional common stock through a performance-based award. On 12/31/2025, the officer received 6,771 shares of MBIA common stock at a price of $7.16 per share, bringing total beneficial ownership to 850,255 shares held directly. The explanation notes that these additional shares, including target performance and dividend-related amounts, are being added to performance shares originally granted on 3/3/2023, with the combined award scheduled to vest in three equal installments on 3/3/2026, 3/3/2027, and 3/3/2028.

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

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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^*

Bergonzi Adam T.

(Last) (First) (Middle)

C/O MBIA INC.

1 MANHATTANVILLE ROAD

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Assistant Vice President

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2025

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

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	12/31/2025		A		6,771(1)	A	$7.16	850,255	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. All of the additional shares (for the target performance and the shares for the dividend value) will be added to the original performance shares granted to each NEO on 3/3/23. The new total number of shares will vest 1/3 on the 3rd anniversary of the original grant (3/3/26), 1/3 on the 4th anniversary (3/3/27) and the final 1/3 on the 5th anniversary (3/3/28) of the original grant.

	/s/ William J. Rizzo, Attorney-in-Fact	01/05/2026
	** 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 transaction did MBIA Inc (MBI) report in this Form 4?

The filing shows that an assistant vice president of MBIA Inc. acquired 6,771 shares of common stock on 12/31/2025 as part of a performance-based equity award at a price of $7.16 per share.

How many MBIA Inc (MBI) shares does the reporting officer own after this transaction?

Following the reported transaction, the officer beneficially owns 850,255 shares of MBIA Inc. common stock, held in direct ownership.

What is the vesting schedule for the MBIA Inc performance shares granted to the officer?

The total performance share award, including the additional shares, will vest in three equal installments: 1/3 on 3/3/2026, 1/3 on 3/3/2027, and 1/3 on 3/3/2028, based on the original grant date of 3/3/2023.

What is the nature of the additional MBIA Inc (MBI) shares reported in this Form 4?

The additional 6,771 shares represent extra performance-based shares, including shares tied to target performance and dividend value, which are being added to an existing performance share grant from 3/3/2023.

What is the reporting persons relationship to MBIA Inc (MBI)?

The reporting person is an officer of MBIA Inc., serving in the role of Assistant Vice President, and the Form 4 is filed for one reporting person.

Was this MBIA Inc (MBI) insider transaction a purchase or sale of stock on the market?

The transaction is reported as an acquisition (A) of 6,771 shares of common stock associated with a performance share award, rather than an open-market sale or purchase.