MGIC (MTG) Form 4: Non‑cash RSU Dividend Reported by Director

Rhea-AI Filing Summary

Michael Leal Thompson, a director of MGIC Investment Corporation (MTG), reported an equity transaction dated 08/21/2025. The filing shows a Common Stock acquisition recorded with Code V and an amount shown as 26.995. After the transaction the reporting person is shown as beneficially owning 13,399.134 shares. The filing states these shares represent dividends paid on Restricted Stock Units awarded under the Issuer's Omnibus Incentive Plan and that no price was paid by the reporting person for them.

Positive

• Disclosure completeness: The Form 4 identifies the reporting person, relationship (Director), transaction date, and nature of the issuance.
• No cash outflow: The filing states no price was paid for the shares, clarifying this was a dividend distribution on RSUs rather than a market purchase.

Negative

• None.

Insights

Securities Analyst

TL;DR: Director received shares via dividend on RSUs; disclosed as an acquisition with no cash paid.

The Form 4 discloses a non-cash acquisition under Code V, indicating dividend reinvestment or distribution tied to Restricted Stock Units under the company's Omnibus Incentive Plan. The reporting shows post-transaction beneficial ownership of 13,399.134 shares which provides transparency on insider holdings. This is a routine equity-compensation related filing rather than a market purchase or sale, and it does not provide valuation data beyond the filing's explicit statement that no price was paid.

Corporate Governance Expert

TL;DR: Routine insider reporting of RSU dividend issuance; governance disclosure appears complete for this event.

The report identifies the reporting person, confirms director status, and includes a signed attorney-in-fact acknowledgement. It specifies the transaction date and the nature of the issuance (dividends on RSUs). For governance purposes this filing documents benefit accrual to an insider under the company's Omnibus Incentive Plan and fulfills Section 16 reporting requirements for such non-cash issuances.

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

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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^*

Thompson Michael Leal

(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)
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		26.995	A	(1)	13,399.134	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. Dividends paid on Restricted Stock Units awarded under the Issuer's Omnibus Incentive Plan. No price was paid by the reporting person for them.

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 did MTG director Michael Leal Thompson report on Form 4?

The filing reports an acquisition of Common Stock dated 08/21/2025 tied to dividends on Restricted Stock Units, with no price paid.

How many shares does the filing show after the transaction for MTG insider?

The Form 4 shows the reporting person beneficially owns 13,399.134 shares following the reported transaction.

What is the stated reason for the shares received by the insider?

The shares were dividends paid on Restricted Stock Units awarded under the issuer's Omnibus Incentive Plan.

Was cash paid by the reporting person for the shares on this Form 4?

No. The filing explicitly states no price was paid by the reporting person for these shares.

What relationship to the issuer does the reporting person have?

The Form 4 indicates the reporting person is a Director of MGIC Investment Corporation (MTG).