MGIC (MTG) Insider Filing: Kozlak Adds Shares via RSU Dividends and Deferred Comp

Rhea-AI Filing Summary

Jodee A. Kozlak, a director of MGIC Investment Corporation (MTG), reported transactions on 08/21/2025. The Form 4 shows the reporting person acquired 75.016 shares of common stock through dividends paid on Restricted Stock Units and acquired 158.462 share units under the company’s deferred compensation plan, which correspond to 29,209.6858 underlying common shares. After the reported transactions, the filing lists 34,342.9631 shares beneficially owned for the reporting person. The share units are described as cash-settled on a specified date, have no fixed exercise price or expiration, and some were acquired via phantom dividend reinvestment. The form was signed by an attorney-in-fact on 08/22/2025.

Positive

• Director's beneficial ownership increased through dividend-paid Restricted Stock Units and deferred compensation share units, raising reported holdings to 34,342.9631 shares.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine insider acquisitions tied to compensation and dividend reinvestment increase reported beneficial ownership modestly.

The Form 4 documents non-market acquisitions rather than open-market purchases: 75.016 common shares from dividend payment on restricted stock units and 158.462 share units under the deferred compensation plan, equating to 29,209.6858 underlying common shares. These instruments are cash-settled and have no stated exercise price or fixed expiration. The net reported beneficial ownership after the transactions is 34,342.9631 shares. This filing reflects compensation-related settlement mechanics rather than a discretionary trading decision by the director.

Corporate Governance Expert

TL;DR: Disclosure aligns with Section 16 reporting for director compensation and dividend reinvestment; no governance red flags in the filing.

The disclosure identifies the reporting person as a director and indicates acquisitions resulted from restricted stock unit dividends and deferred compensation share units. The filing includes required explanations about settlement in cash, lack of a dollar-denominated exercise price, and phantom dividend reinvestment. The Form 4 was executed by an attorney-in-fact and contains the customary explanatory remarks. There are no statements in the document indicating departures, pledges, or changes in director role.

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
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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^*

Kozlak Jodee A

(Last) (First) (Middle)

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)
08/21/2025

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	08/21/2025		A		75.016	A	(1)	34,342.9631	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(2)	(3)	08/21/2025		A		158.462		(4)	(5)	Common Stock	29,209.6858	(6)	29,209.6858	D

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-Fact	08/22/2025
	** 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 transactions did Jodee A. Kozlak report on the Form 4 for MTG?

The filing reports acquisition of 75.016 shares from dividends on Restricted Stock Units and 158.462 share units under the deferred compensation plan on 08/21/2025.

How many shares does the filing show the reporting person beneficially owns after the transactions?

The Form 4 lists 34,342.9631 shares beneficially owned following the reported transactions.

Were any market purchases or sales reported in this Form 4?

No. The acquisitions were compensation-related (dividend-paid RSUs and deferred-compensation share units); no open-market purchases or sales are reported.

Are the deferred compensation share units exercisable or cash-settled?

The share units are described as cash-settled on a specified date, have no specified dollar-denominated exercise or conversion price, and do not expire on a fixed date.

Who signed the Form 4 and when?

The Form 4 was signed by Leslie A. Schunk, Attorney-in-Fact on 08/22/2025.