Wolf Hill Reports 4.9% Stake in MBIA; No Intent to Influence Control

Rhea-AI Filing Summary

Wolf Hill Capital Management, LP and related reporting persons disclosed beneficial ownership of MBIA Inc. common stock totaling 2,469,819 shares, representing 4.9% of the class. Wolf Hill General Partner, LLC separately reports ownership of 2,221,972 shares (4.4%). The filings show no sole voting or dispositive power and instead report shared voting and dispositive power over the listed shares, and state the securities are held in the ordinary course of business not for purposes of changing or influencing control of the issuer.

Positive

• Transparent disclosure of beneficial ownership totaling 2,469,819 shares (4.9%)
• States holdings are ordinary-course investments and not intended to influence control

Negative

• None.

Insights

Financial Analyst

TL;DR: A sub-5% passive disclosure showing modest shared ownership without control intent.

The Schedule 13G amendments report 2,469,819 shares (4.9%) beneficially owned by Wolf Hill Capital and Gary Lehrman with shared voting and dispositive power only. For investors, this indicates a meaningful minority economic stake but no expressed desire to influence MBIA's governance or operations. The filing confirms holdings are held in the ordinary course of business, which typically signals investment exposure rather than activist intent. This is a routine disclosure that updates ownership levels and clarifies voting/dispositive arrangements.

Corporate Governance Expert

TL;DR: Disclosure clarifies governance stance: shared authority but no control or activist purpose asserted.

The filing identifies shared voting/dispositive power and explicitly disclaims any purpose to change or influence control of the issuer. That representation is important for governance assessment because it reduces the likelihood of imminent proxy contests or takeover actions tied to these holdings. The split between the investment manager, fund, general partner and an individual reporting person is clearly documented, aiding transparency for board and shareholder monitoring.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

MBIA INC.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

55262C100

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 55262C100

1

Names of Reporting Persons

Wolf Hill Capital Management, LP

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,469,819.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,469,819.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,469,819.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.9 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

CUSIP No. 55262C100

1

Names of Reporting Persons

Wolf Hill General Partner, LLC

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,221,972.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,221,972.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,221,972.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.4 %

12

Type of Reporting Person (See Instructions)

OO, HC

SCHEDULE 13G

CUSIP No. 55262C100

1

Names of Reporting Persons

Gary Lehrman

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,469,819.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,469,819.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,469,819.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

4.9 %

12

Type of Reporting Person (See Instructions)

IN, HC

SCHEDULE 13G

Item 1.
(a)	Name of issuer: MBIA INC.
(b)	Address of issuer's principal executive offices: 1 Manhattanville Road, Suite 301, Purchase, New York, 10577
Item 2.
(a)	Name of person filing: Wolf Hill Capital Management, LP, a Delaware limited partnership ("Wolf Hill Capital"), Wolf Hill Partners, LP, a Delaware limited partnership (the "Fund"), Wolf Hill General Partner, LLC, a Delaware limited liability company (the "General Partner"), and Gary Lehrman (collectively referred to herein as "Reporting Persons").
(b)	Address or principal business office or, if none, residence: 35 Mason Street, 2nd Floor, Greenwich, Connecticut 06830
(c)	Citizenship: The Investment Manager, the Fund and the General Partner are organized under the laws of the State of Delaware. Mr. Lehrman is a United States citizen.
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 55262C100
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: See cover page
(b)	Percent of class: See cover page
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: See cover page
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: See cover page
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Wolf Hill Capital Management, LP

Signature:	/s/ Gary Lehrman
Name/Title:	Gary Lehrman/Managing Member
Date:	08/14/2025

Wolf Hill General Partner, LLC

Signature:	/s/ Gary Lehrman
Name/Title:	Gary Lehrman/Managing Member
Date:	08/14/2025

Gary Lehrman

Signature:	/s/ Gary Lehrman
Name/Title:	Gary Lehrman/Managing Member
Date:	08/14/2025

FAQ

What stake in MBIA (MBI) does Wolf Hill Capital report?

The filing reports beneficial ownership of 2,469,819 shares, equal to 4.9% of MBIA's common stock.

Does Wolf Hill claim voting or dispositive control over the shares?

The reporting persons indicate 0 sole voting/dispositive power and only shared voting and shared dispositive power over the reported shares.

Does the filing state Wolf Hill intends to influence MBIA's control or management?

No. The certifications state the securities are held in the ordinary course of business and not for the purpose of changing or influencing control.

Which entities and individuals are listed as reporting persons?

The reporting persons are Wolf Hill Capital Management, LP, Wolf Hill General Partner, LLC, the Fund (Wolf Hill Partners, LP), and Gary Lehrman.

What percentage does Wolf Hill General Partner, LLC report separately?

Wolf Hill General Partner, LLC reports 2,221,972 shares, representing 4.4% of the class.