Form 4: SHUSTER BRADLEY M reports multiple insider transactions in NMIH

Rhea-AI Filing Summary

SHUSTER BRADLEY M reported multiple insider transaction types in a Form 4 filing for NMIH. The filing lists transactions totaling 29,358 shares. Following the reported transactions, holdings were 415,411 shares.

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^*

SHUSTER BRADLEY M

(Last) (First) (Middle)

C/O NMI HOLDINGS, INC.

2100 POWELL STREET 12TH FL.

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Chairman

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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
Restricted Stock Unit (right to receive)	02/11/2026		A		24,437(1)	A	$0	420,332	D
Common Shares, $0.01 par value per share	02/12/2026		F		4,921(2)	D	$0	415,411(3)	D
Common Shares, $0.01 par value per share								47,150	I	By Shuster Family Trust, of which Mr. Shuster and his wife are co-trustees and beneficiaries

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. Represents restricted stock units granted pursuant to the NMIH Amended and Restated 2014 Omnibus Incentive Plan on February 11, 2026. The restricted stock units vest 40% on each of the first and second anniversaries of the grant date and 20% on the third anniversary of the grant date.

2. Represents shares withheld by NMIH to satisfy withholding taxes due in connection with the vesting of certain restricted stock units granted to the reporting person on February 12, 2025 at a net settlement price equal to the closing stock price on February 12, 2026. The shares underlying these restricted stock units vest 40% on each of the first and second anniversaries of the grant date and 20% on the third anniversary of the grant date.

3. Represents 363,130 common shares and 52,281 unvested restricted stock units.

Remarks:

	/s/ Augustin Joo, as Attorney-in-Fact	02/13/2026
	** 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 transactions did NMI Holdings (NMIH) report for Bradley Shuster?

NMI Holdings reported that Executive Chairman Bradley M. Shuster received 24,437 restricted stock units and had 4,921 common shares withheld for taxes. The grant reflects equity compensation, while the withheld shares settled tax obligations tied to previously granted restricted stock units that partially vested.

How many restricted stock units were granted to NMIH Executive Chairman Bradley Shuster?

Bradley Shuster was granted 24,437 restricted stock units on February 11, 2026 under the NMIH Amended and Restated 2014 Omnibus Incentive Plan. These units vest 40% on each of the first two anniversaries of the grant date and 20% on the third anniversary, aligning compensation with longer-term service.

What is the vesting schedule for Bradley Shuster’s new NMIH restricted stock units?

The 24,437 restricted stock units granted to Bradley Shuster vest over three years. They vest 40% on the first anniversary of the February 11, 2026 grant date, another 40% on the second anniversary, and the remaining 20% on the third anniversary, creating a staggered, time-based vesting profile.

Why were 4,921 NMI Holdings (NMIH) shares withheld in this Form 4?

NMI Holdings withheld 4,921 common shares to satisfy withholding taxes due on vesting of restricted stock units granted to Bradley Shuster on February 12, 2025. The withholding occurred at a net settlement price equal to the closing stock price on February 12, 2026, avoiding an open-market sale.

What are Bradley Shuster’s NMIH shareholdings after the reported transactions?

After the reported transactions, Bradley Shuster beneficially owned 363,130 NMI Holdings common shares and 52,281 unvested restricted stock units directly. He also indirectly held 47,150 common shares through the Shuster Family Trust, where he and his wife act as co‑trustees and beneficiaries.

How are Bradley Shuster’s indirect NMI Holdings (NMIH) shares held?

Bradley Shuster’s indirect holdings consist of 47,150 common shares held by the Shuster Family Trust. He and his wife serve as co‑trustees and beneficiaries of this trust, meaning the trust, rather than Shuster individually, is the direct legal holder of those shares for reporting purposes.