MGIC (MTG) director Mark Zandi reports stock and 48,108 share units

Rhea-AI Filing Summary

MGIC Investment Corporation director Mark Zandi reported a small acquisition of common stock tied to a director share grant. He received 0.036 shares of common stock, leaving him with 33,889.1874 directly owned shares following the transaction on 02/13/2026.

He also directly holds 48,108.5753 share units under MGIC’s deferred compensation plan for non‑employee directors. These share units track the price of MGIC common stock on a one‑for‑one basis and are settled in cash on specified distribution dates.

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^*

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)
02/13/2026

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

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	02/13/2026		A		0.036(1)	A	(2)	33,889.1874	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(3)	(4)							(5)	(6)	Common Stock	48,108.5753		48,108.5753	D

Explanation of Responses:

1. Fractional shares have been rounded up in connection with the settlement of the director shares, pursuant to the terms of the related grant.

2. 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.

3. 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.

4. 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.

5. These Share Units 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 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	02/17/2026
	** 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.

FAQ

What insider transaction did MGIC (MTG) director Mark Zandi report?

Mark Zandi reported a small acquisition of MGIC common stock linked to a director share grant. He received 0.036 additional shares, bringing his directly owned common stock position to 33,889.1874 shares following the 02/13/2026 transaction.

How many MGIC (MTG) common shares does Mark Zandi own after this Form 4?

After the reported transaction, Mark Zandi directly owns 33,889.1874 MGIC common shares. The incremental change was very small—0.036 shares—associated with settlement and rounding of director share awards under the company’s compensation arrangements.

What are the MGIC (MTG) share units held by director Mark Zandi?

Mark Zandi holds 48,108.5753 share units under MGIC’s deferred compensation plan for non‑employee directors. Each share unit tracks MGIC common stock on a one‑for‑one basis, with value based on the stock price and settled in cash on specified distribution dates.

Does Mark Zandi pay a price for the MGIC (MTG) RSUs and share units?

The RSUs and related share units are awarded under MGIC’s incentive and deferred compensation plans, and no price is paid by Mark Zandi for these awards. Their value instead mirrors MGIC’s common stock performance and is ultimately settled in cash.

How are MGIC (MTG) director share units settled for Mark Zandi?

MGIC director share units held by Mark Zandi are settled in cash based on MGIC’s stock price. Settlement occurs on a specified date under the deferred compensation plan, unless he makes a qualified election to defer distribution to a later time.