Wolf Hill group discloses 5.1% MBIA (NYSE: MBI) ownership

Rhea-AI Filing Summary

MBIA Inc. received a significant ownership disclosure from Wolf Hill investment entities. Wolf Hill Capital Management LP, its affiliated fund and general partner, and Gary Lehrman jointly report beneficial ownership of 2,560,708 shares of MBIA common stock, representing 5.1% of the class, with shared voting and dispositive power.

Within this group, Wolf Hill General Partner, LLC reports 2,221,972 shares, or 4.4% of the outstanding common stock. The reporting parties certify that the shares were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control of MBIA.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

MBIA Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

55262C100

(CUSIP Number)

12/31/2025

(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 2,560,708.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,560,708.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,560,708.00

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)

5.1 %

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 2,560,708.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,560,708.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,560,708.00

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)

5.1 %

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.
	Not Applicable
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:	/s/ Gary Lehrman/Managing Member
Date:	02/13/2026

Wolf Hill General Partner, LLC

Signature:	/s/ Gary Lehrman
Name/Title:	/s/ Gary Lehrman/Managing Member
Date:	02/13/2026

Gary Lehrman

Signature:	/s/ Gary Lehrman
Name/Title:	/s/ Gary Lehrman/Managing Member
Date:	02/13/2026

FAQ

What ownership stake does Wolf Hill hold in MBIA (MBI)?

Wolf Hill-related entities report owning 2,560,708 MBIA common shares, equal to 5.1% of the class. This stake is held with shared voting and dispositive power, making Wolf Hill a significant institutional shareholder in MBIA’s common stock.

Which entities are included in the Wolf Hill reporting group for MBIA (MBI)?

The reporting group includes Wolf Hill Capital Management LP, Wolf Hill Partners LP (the fund), Wolf Hill General Partner, LLC, and Gary Lehrman. These parties together are identified as the reporting persons for the disclosed MBIA common stock position.

How many MBIA (MBI) shares does Wolf Hill General Partner, LLC beneficially own?

Wolf Hill General Partner, LLC reports beneficial ownership of 2,221,972 MBIA common shares, representing 4.4% of the outstanding class. These shares are reported with shared voting and shared dispositive power under the group’s Schedule 13G ownership disclosure.

Is Wolf Hill’s MBIA (MBI) stake intended to influence control of the company?

The reporting parties certify the MBIA shares were acquired and are held in the ordinary course of business. They state the holdings were not acquired and are not held for the purpose of changing or influencing control of MBIA, subject only to nomination-related activities.

What is the date of the MBIA (MBI) ownership event reported by Wolf Hill?

The relevant event date for Wolf Hill’s MBIA ownership disclosure is December 31, 2025. This date marks the point at which their beneficial holdings reached the reported levels that triggered the Schedule 13G filing requirement for MBIA common stock.

Who signed the MBIA (MBI) ownership statement on behalf of the Wolf Hill entities?

The ownership statement was signed by Gary Lehrman, identified as a Managing Member. His signature appears on behalf of the reporting persons, certifying that the information in the beneficial ownership statement regarding MBIA common stock is true, complete, and correct.