MBIA (NYSE: MBI) CFO gets 50,000-share grant, surrenders stock for taxes

Rhea-AI Filing Summary

MBIA Inc. executive Joseph R. Schachinger, EVP, CFO and Treasurer, reported equity compensation activity involving the company’s common stock. He received a grant of 50,000 time-based shares at $6.50 per share, which will vest in equal installments on the third, fourth and fifth anniversaries of the grant date, subject to continued employment and certain exceptions. In a related tax-withholding transaction, 2,800 shares were surrendered to MBIA to cover tax liabilities upon vesting of restricted stock, leaving him with 250,457 directly owned shares after these transactions.

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^*

Schachinger Joseph R.

(Last) (First) (Middle)

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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, CFO and Treasurer

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

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	03/03/2026		A		50,000(1)	A	$6.5	253,257(2)	D
Common Stock	03/03/2026		F		2,800(3)	D	$6.5	250,457(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) report for Joseph R. Schachinger?

MBIA reported that EVP and CFO Joseph R. Schachinger received a grant of 50,000 common shares and surrendered 2,800 shares to cover tax liabilities. After these non-market transactions, he directly owned 250,457 MBIA common shares.

Was the MBIA (MBI) insider activity by Joseph Schachinger a market buy or sell?

The activity was not an open-market buy or sell. Schachinger received 50,000 shares as a grant and surrendered 2,800 shares back to MBIA to pay tax liabilities upon vesting of restricted stock, a common compensation-related mechanism.

How many MBIA (MBI) shares did Joseph Schachinger own after the reported Form 4?

Following the reported grant and tax-withholding disposition, Joseph Schachinger directly owned 250,457 MBIA common shares. This balance reflects adjustments for retirement plan shares and the surrender of 2,800 shares to satisfy tax obligations tied to restricted stock vesting.

What are the vesting terms of Joseph Schachinger’s 50,000-share MBIA (MBI) grant?

The 50,000 MBIA common shares are time-based and vest in equal installments on the third, fourth, and fifth anniversaries of the grant date. Vesting is conditioned on Schachinger’s continued employment on each vesting date, subject to certain specified exceptions.

Why did Joseph Schachinger surrender 2,800 MBIA (MBI) shares to the company?

He surrendered 2,800 MBIA shares to the company to pay tax liabilities triggered when restricted stock vested. This Form 4 identifies the transaction with code “F”, meaning shares were delivered to the issuer specifically for tax payment or exercise-related obligations.

What do the MBIA (MBI) Form 4 footnotes reveal about the reported transactions?

The footnotes explain that the 50,000-share award is time-based with multi-year vesting, that the reported balance includes adjustments for retirement plan shares, and that the 2,800 surrendered shares were used to satisfy tax liabilities upon vesting of restricted stock.