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MGIC Investment (NYSE: MTG) director amends RSU grant and deferred units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

MGIC Investment Corporation director reported an amended grant of restricted stock units and updated deferred share units. On February 4, 2026, the director acquired 5,075.188 RSUs, bringing directly owned common stock to 33,889.1514 shares. A prior report had overstated this RSU grant by 1.909 shares due to administrative error.

The director also holds 48,108.5753 share units in a deferred compensation plan, which track MGIC common stock on a one-for-one basis and are settled in cash on specified distribution dates. The RSUs will be settled in stock ten business days after February 1, 2027, unless a later distribution election applies.

Positive

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Insider Zandi Mark
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 5,075.188 $0.00 --
holding Share Units -- -- --
Holdings After Transaction: Common Stock — 33,889.151 shares (Direct); Share Units — 48,108.575 shares (Direct)
Footnotes (1)
  1. These Restricted Stock Units (RSUs) will be settled in stock ten business days after February 1, 2027, unless a qualified election for a later distribution was made by the reporting person. Due to administrative error, the number of share units reported as acquired on February 4, 2026 was overstated by 1.909 shares. This amended Form 4 is being filed to correct the previously reported number. These RSUs were awarded to the reporting person pursuant to the Issuer's Omnibus Incentive Plan and no price was paid by the reporting person for them. The reporting person participates in the MGIC Investment Corporation Deferred Compensation Plan for Non-Employee Directors under which units corresponding to shares of Common Stock of the Issuer ("Share Units") are awarded to the reporting person and/or acquired through compensation deferral. These Share Units do not have a specified dollar-denominated exercise or conversion price. Their value is based, on a one-for-one basis, on the price of the Issuer's common stock on the New York Stock Exchange. These Share Units are settled in cash, on a specified date, unless a qualified election for later distribution is made by the reporting person. These Share Units do not expire on a fixed date. They are settled in cash on a specified date, unless a qualified election for later distribution is made by the reporting person.
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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transaction did MGIC Investment (MTG) disclose on this Form 4/A?
MGIC Investment reported that a director acquired 5,075.188 restricted stock units on February 4, 2026. This amended report corrects a prior overstatement of 1.909 units and updates the director’s total direct common stock and deferred share unit holdings.

Why was MGIC Investment (MTG) directors Form 4 amended for February 4, 2026?
The amendment corrects an administrative error in the originally reported RSU grant. The number of share units acquired on February 4, 2026 had been overstated by 1.909 shares, and this Form 4/A adjusts the award size to the accurate 5,075.188 units.

How many MGIC Investment (MTG) common shares does the director own after this transaction?
After the February 4, 2026 RSU grant, the director beneficially owns 33,889.1514 MGIC common shares directly. These holdings reflect the updated, corrected RSU award and represent the director’s non-derivative equity position as shown in the amended insider report.

What are the terms of the MGIC Investment (MTG) RSUs granted on February 4, 2026?
The 5,075.188 restricted stock units will be settled in MGIC stock ten business days after February 1, 2027, unless the director made a qualified election for a later distribution date. No price was paid by the director for these RSUs under the company plan.

What deferred share units does the MGIC Investment (MTG) director hold?
The director holds 48,108.5753 share units under MGIC’s Deferred Compensation Plan for Non-Employee Directors. These units track MGIC common stock on a one-for-one basis, have no fixed expiration date, and are settled in cash on specified distribution dates, subject to any deferral elections.

How is the value of MGIC Investment (MTG) deferred share units determined?
The deferred share units’ value is based on MGIC common stock price on the New York Stock Exchange, on a one-for-one basis. They do not have a specified dollar exercise or conversion price and are ultimately settled in cash according to the plans distribution schedule.
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
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Zandi Mark
(Last) (First) (Middle)
C/O MGIC INVESTMENT CORPORATION
250 EAST KILBOURN AVENUE
(Street)
MILWAUKEE WI 53202
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MGIC INVESTMENT CORP [ MTG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/04/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
02/05/2026 		6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 02/04/2026 A 5,075.188(1)(2) A (3) 33,889.1514 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
Share Units(4) (5) (6) (7) Common Stock 48,108.5753 48,108.5753 D
Explanation of Responses:
1. These Restricted Stock Units (RSUs) will be settled in stock ten business days after February 1, 2027, unless a qualified election for a later distribution was made by the reporting person.
2. Due to administrative error, the number of share units reported as acquired on February 4, 2026 was overstated by 1.909 shares. This amended Form 4 is being filed to correct the previously reported number.
3. These RSUs were awarded to the reporting person pursuant to the Issuer's Omnibus Incentive Plan and no price was paid by the reporting person for them.
4. The reporting person participates in the MGIC Investment Corporation Deferred Compensation Plan for Non-Employee Directors under which units corresponding to shares of Common Stock of the Issuer ("Share Units") are awarded to the reporting person and/or acquired through compensation deferral.
5. These Share Units do not have a specified dollar-denominated exercise or conversion price. Their value is based, on a one-for-one basis, on the price of the Issuer's common stock on the New York Stock Exchange.
6. These Share Units are settled in cash, on a specified date, unless a qualified election for later distribution is made by the reporting person.
7. These Share Units do not expire on a fixed date. They are settled in cash on a specified date, unless a qualified election for later distribution is made by the reporting person.
Remarks:
Leslie A. Schunk, Attorney-in-Fact 02/06/2026
** 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.

Source: View Original Filing on SEC EDGAR