MGIC Investment (NYSE: MTG) CFO corrects tax-withholding share entry

Rhea-AI Filing Summary

MGIC Investment Corp executive Nathaniel H. Colson, the company’s EVP, CFO and CRO, filed an amended insider report to correct a prior tax-related share entry. On March 2, 2026, 86,349 shares of common stock were withheld to cover tax obligations tied to vested shares, a non-market transaction. After this correction, Colson directly holds 361,225.972 common shares. The amendment fixes a clerical error in the earlier Form 4, which had slightly understated the number of shares withheld and overstated his beneficial ownership.

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

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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^*

Colson Nathaniel H

(Last) (First) (Middle)

250 EAST KILBOURN AVENUE

(Street)

MILWAUKEE WISCONSIN 53202

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MGIC INVESTMENT CORP [ MTG ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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

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

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

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	03/02/2026		F		86,349(1)	D	$26.53	361,225.972	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. The reporting person's Form 4, filed on March 3, 2026, reported that 86,336 shares were withheld to satisfy tax withholding obligations in connection with shares that vested on March 2, 2026. Due to a clerical error, the number of shares to be withheld was incorrectly calculated. This Form 4 corrects such error, including by decreasing the total amount of shares beneficially owned by the reporting person.

Remarks:

	Leslie A. Schunk, Attorney-in-Fact	03/20/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did MGIC Investment (MTG) executive Nathaniel Colson report in this amended Form 4?

Nathaniel Colson reported a corrected tax-withholding share disposition. The filing states that 86,349 MGIC common shares were withheld on March 2, 2026 to satisfy tax obligations on vested shares, revising a previously miscalculated amount and updating his beneficial ownership.

Was the MGIC (MTG) insider transaction an open-market sale of shares?

The transaction was not an open-market sale. It was a tax-withholding disposition, where 86,349 shares were delivered to cover tax liabilities arising from vested stock, meaning no discretionary sale into the market occurred and it reflects a routine administrative adjustment.

Why did MGIC Investment (MTG) file an amended Form 4 for Nathaniel Colson?

The amendment corrects a clerical error in a prior Form 4. The earlier report understated shares withheld for taxes at vesting, so this filing adjusts the figure to 86,349 shares and correspondingly reduces Colson’s reported beneficial ownership to the accurate post-transaction level.

How many MGIC (MTG) shares does Nathaniel Colson hold after the corrected transaction?

After the corrected tax-withholding entry, Nathaniel Colson directly holds 361,225.972 MGIC common shares. This figure reflects his updated beneficial ownership following the 86,349-share withholding related to stock that vested on March 2, 2026.

What does transaction code "F" mean in the MGIC (MTG) Form 4/A filing?

Transaction code “F” indicates a tax-withholding disposition. In this case, 86,349 MGIC common shares were used to satisfy tax obligations from vested equity, rather than being sold in the open market, making it a compensation-related administrative transaction.