STOCK TITAN

MGIC Investment (NYSE: MTG) director awarded stock and cash-settled share units

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

Rhea-AI Filing Summary

MGIC Investment Corp director Jay C. Hartzell reported compensation-related acquisitions of equity-linked interests rather than open-market trades. He received 200.681 shares of Common Stock on May 21, 2026, described as dividends paid on Restricted Stock Units under the company’s Omnibus Incentive Plan, with no price paid.

On the same date, he also acquired 111.866 Share Units under the MGIC Investment Corporation Deferred Compensation Plan for Non-Employee Directors through phantom dividend reinvestment, again with no cash outlay. These Share Units track the company’s common stock one-for-one but are settled in cash on specified dates and do not have a fixed expiration.

Following these awards, Hartzell directly holds 35,426.9411 shares of Common Stock and 19,748.0326 Share Units as reported in this filing.

Positive

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Insider Hartzell Jay C.
Role null
Type Security Shares Price Value
Grant/Award Share Units 111.866 $0.00 --
Grant/Award Common Stock 200.681 $0.00 --
Holdings After Transaction: Share Units — 19,748.033 shares (Direct, null); Common Stock — 35,426.941 shares (Direct, null)
Footnotes (1)
  1. Dividends paid on Restricted Stock Units awarded under the Issuer's Omnibus Incentive Plan. 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. These Share Units were acquired through phantom dividend reinvestment and no price was paid by the reporting person for the Share Units.
Common Stock award 200.681 shares Dividends on Restricted Stock Units awarded on May 21, 2026
Common Stock holdings 35,426.9411 shares Direct holdings after reported transaction
Share Units award 111.866 units Phantom dividend reinvestment on May 21, 2026
Share Units holdings 19,748.0326 units Total Share Units after reported transaction
Transaction code A (Grant, award, or other acquisition) Both Common Stock and Share Units entries
Price per share/unit $0.0000 No price paid by reporting person for these awards
Restricted Stock Units financial
"Dividends paid on Restricted Stock Units awarded under the Issuer's Omnibus Incentive Plan."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Omnibus Incentive Plan financial
"Dividends paid on Restricted Stock Units awarded under the Issuer's Omnibus Incentive Plan."
An omnibus incentive plan is a single, flexible program a company uses to give employees and executives different types of pay tied to performance — for example stock options, restricted shares, cash bonuses and other awards — all governed by one set of rules. It matters to investors because it determines how many new shares may be created, how leaders are motivated and how much the company will spend on compensation over time; think of it as a master toolbox that affects both costs and the total share supply.
Deferred Compensation Plan for Non-Employee Directors financial
"The reporting person participates in the MGIC Investment Corporation Deferred Compensation Plan for Non-Employee Directors under which units..."
Share Units financial
"units corresponding to shares of Common Stock of the Issuer ("Share Units") are awarded to the reporting person and/or acquired..."
phantom dividend reinvestment financial
"These Share Units were acquired through phantom dividend reinvestment and no price was paid by the reporting person for the Share Units."
cash-settled financial
"These Share Units are settled in cash, on a specified date, unless a qualified election for later distribution is made..."
Cash-settled describes a financial contract that is resolved by paying the monetary difference between agreed and actual prices, instead of delivering the underlying asset. For investors, it matters because it simplifies trades—like settling a bet with cash rather than handing over the item—and affects liquidity, tax treatment, and counterparty exposure, since you receive or pay only the value change rather than owning or transferring the actual security or commodity.
SEC Form 4
FORM 4UNITED 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*
Hartzell Jay C.

(Last)(First)(Middle)
C/O MGIC INVESTMENT CORPORATION
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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/21/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/21/2026A200.681A(1)35,426.9411D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Share Units(2)(3)05/21/2026A111.866 (4) (5)Common Stock111.866(6)19,748.0326D
Explanation of Responses:
1. Dividends paid on Restricted Stock Units awarded under the Issuer's Omnibus Incentive Plan. No price was paid by the reporting person for them.
2. 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.
3. 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.
4. These Share Units are settled in cash, on a specified date, unless a qualified election for later distribution is made by the reporting person.
5. 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.
6. These Share Units were acquired through phantom dividend reinvestment and no price was paid by the reporting person for the Share Units.
Remarks:
Leslie A. Schunk, Attorney-in-Fact05/22/2026
** Signature of Reporting PersonDate
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 insider transactions did MGIC Investment Corp (MTG) director Jay C. Hartzell report?

Jay C. Hartzell reported acquiring Common Stock and Share Units as compensation. He received 200.681 Common shares via dividends on Restricted Stock Units and 111.866 Share Units through phantom dividend reinvestment, with no cash paid for either award.

Were Jay C. Hartzell’s MGIC (MTG) Form 4 transactions open-market buys or sales?

The transactions were compensation-related awards, not open-market buys or sales. Both entries use code A for grants or awards, and footnotes state dividends on Restricted Stock Units and phantom dividend reinvestment, with no price paid by Hartzell.

How many MGIC (MTG) Common Stock shares does Jay C. Hartzell hold after this Form 4?

After the reported award, Jay C. Hartzell directly holds 35,426.9411 shares of MGIC Common Stock. This total includes the 200.681 shares received as dividends on Restricted Stock Units under the company’s Omnibus Incentive Plan on May 21, 2026.

What are MGIC (MTG) Share Units mentioned in Jay C. Hartzell’s Form 4 filing?

Share Units are deferred compensation units tied one-for-one to MGIC’s common stock price. They are awarded or acquired through compensation deferral, have no fixed dollar exercise price, and are settled in cash on specified distribution dates according to the plan’s terms.

How many MGIC (MTG) Share Units does Jay C. Hartzell have after these transactions?

Following the phantom dividend reinvestment award of 111.866 Share Units, Hartzell’s total Share Units position is 19,748.0326. These units track MGIC’s common stock value and are settled in cash at a specified time under the Deferred Compensation Plan.

Did Jay C. Hartzell pay anything for the MGIC (MTG) shares and Share Units reported?

Hartzell did not pay cash for these awards. Footnotes explain the Common Stock came from dividends on Restricted Stock Units and the Share Units from phantom dividend reinvestment, both under company compensation plans, with no price paid by the reporting person.