NMI Holdings (NMIH) sales chief sells 22,500 shares at $39.94

Rhea-AI Filing Summary

NMI Holdings executive Norman Peter Fitzgerald sold 22,500 common shares in an open-market transaction. The sale occurred on February 17, 2026, at a weighted average price of $39.9393 per share, within a price range of $39.62 to $40.56. After these sales, he holds 32,445 equity-based units, consisting of 15,313 common shares and 17,132 unvested restricted stock units.

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^*

Fitzgerald Norman Peter

(Last) (First) (Middle)

C/O NMI HOLDINGS, INC.

2100 POWELL ST., 12TH FLOOR

(Street)

EMERYVILLE CA 94608

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NMI Holdings, Inc. [ NMIH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Sales Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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 Shares, $0.01 par value per share	02/17/2026		S		22,500	D	$39.9393(1)	32,445(2)	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. The common stock was sold by the reporting person in a series of open market transactions at a weighted average sale price of $39.9393. The range of sale prices on the transaction date was $39.62 to $40.56. The reporting person undertakes to provide, upon request by the SEC staff, NMIH or a security holder of NMIH, full information regarding the shares sold at each price.

2. Represents 15,313 common shares and 17,132 unvested restricted stock units.

Remarks:

	/s/ Augustin Joo, as Attorney-in-Fact	02/18/2026
	** 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 NMI Holdings (NMIH) report for Norman Peter Fitzgerald?

NMI Holdings reported that EVP and Chief Sales Officer Norman Peter Fitzgerald sold 22,500 common shares. The sale was executed in open-market transactions at a weighted average price of $39.9393 per share on February 17, 2026, within a disclosed price range.

How many NMI Holdings (NMIH) shares did Norman Peter Fitzgerald sell and at what price?

Norman Peter Fitzgerald sold 22,500 NMI Holdings common shares. These were sold in a series of open-market trades at a weighted average price of $39.9393 per share, with individual trades ranging between $39.62 and $40.56 on the transaction date.

What is Norman Peter Fitzgerald’s remaining NMI Holdings (NMIH) equity stake after this Form 4?

After the transaction, Norman Peter Fitzgerald holds 32,445 equity-based units in NMI Holdings. This consists of 15,313 common shares and 17,132 unvested restricted stock units, reflecting both his current share ownership and outstanding equity awards reported in the filing.

What role does Norman Peter Fitzgerald hold at NMI Holdings (NMIH)?

Norman Peter Fitzgerald serves as Executive Vice President and Chief Sales Officer at NMI Holdings. His Form 4 filing reflects insider status as a senior officer, requiring disclosure of his open-market sale of 22,500 common shares on February 17, 2026.

How was the sale by NMI Holdings (NMIH) executive Norman Peter Fitzgerald executed?

The sale was executed as a series of open-market transactions. The Form 4 notes a weighted average sale price of $39.9393 per share, with trade prices ranging from $39.62 to $40.56, and offers to provide detailed price breakdowns upon request to regulators or shareholders.

What does the Form 4 footnote say about Norman Peter Fitzgerald’s NMI Holdings (NMIH) holdings?

The footnote explains that his post-transaction holdings comprise 15,313 common shares and 17,132 unvested restricted stock units. Together they total 32,445 equity-based units, clarifying the mix of vested stock and unvested awards he retains after the reported sale.