NMI Holdings (NMIH) chair sells shares after option exercise, updates holdings

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

NMI Holdings, Inc. Executive Chairman Bradley M. Shuster reported multiple equity transactions involving the company’s common shares. He exercised stock options for 55,158 shares at $11.10 per share and had 35,728 shares withheld to cover a cashless exercise and related taxes.

He then sold 19,430 common shares in open-market transactions at a weighted average price of $38.906 per share, with trades ranging from $38.66 to $39.19. A footnote states his reported holdings reflect 363,130 common shares, 52,281 unvested restricted stock units, and 47,150 shares held indirectly through the Shuster Family Trust.

Insider Trade Summary

Net Seller: 19,430 shares ($755,944)

Net Sell 5 txns

Insider SHUSTER BRADLEY M

Role Executive Chairman

Sold 19,430 shs ($756K)

Type	Security	Shares	Price	Value
Sale	Common Shares, $0.01 par value per share	19,430	$38.906	$756K
Exercise	Stock Option (right to buy)	55,158	$0.00	--
Exercise	Common Shares, $0.01 par value per share	55,158	$11.10	$612K
Tax Withholding	Common Shares, $0.01 par value per share	35,728	$0.00	--
holding	Common Shares, $0.01 par value per share	--	--	--

Holdings After Transaction: Common Shares, $0.01 par value per share — 415,411 shares (Direct); Stock Option (right to buy) — 165,472 shares (Direct); Common Shares, $0.01 par value per share — 47,150 shares (Indirect, By Shuster Family Trust, of which Mr. Shuster and his wife are co-trustees and beneficiaries)

Footnotes (1)

Represents shares withheld to satisfy the cashless exercise of certain options granted to the Reporting Person on February 9, 2017 at a net settlement price equal to the closing stock price on March 4, 2026, and withholding taxes due in connection with the exercise of such options. The option vested in full on February 9, 2020. The common stock was sold by the Reporting Person in a series of open market transactions at a weighted average sale price of $38.9060. The range of sale prices on the transaction date was $38.66 to $39.19. 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. Represents 363,130 common shares and 52,281 unvested restricted stock units. This Form 4 reflects a correction of previously disclosed amounts of common shares and unvested restricted stock units reported in the Form 4s filed on February 18, 2026 and February 27, 2026. No transactions were omitted or incorrectly reported. The option vested in full on February 9, 2020.

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Form 4 Insider Transactions: What Each Field Means →

03/06/2026 - 07:05 PM

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
Estimated average burden
hours per response:			0.5

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

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)
03/04/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares, $0.01 par value per share	03/04/2026		M		55,158	A	$11.1	470,569	D
Common Shares, $0.01 par value per share	03/04/2026		F		35,728⁽¹⁾	D	$0	434,841	D
Common Shares, $0.01 par value per share	03/05/2026		S		19,430	D	$38.906⁽²⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)	$11.1	03/04/2026		M			55,158	⁽⁴⁾	02/09/2027	Common Shares, $0.01 par value per share	55,158	$0	165,472	D

Explanation of Responses:

1. Represents shares withheld to satisfy the cashless exercise of certain options granted to the Reporting Person on February 9, 2017 at a net settlement price equal to the closing stock price on March 4, 2026, and withholding taxes due in connection with the exercise of such options. The option vested in full on February 9, 2020.

2. The common stock was sold by the Reporting Person in a series of open market transactions at a weighted average sale price of $38.9060. The range of sale prices on the transaction date was $38.66 to $39.19. 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.

3. Represents 363,130 common shares and 52,281 unvested restricted stock units. This Form 4 reflects a correction of previously disclosed amounts of common shares and unvested restricted stock units reported in the Form 4s filed on February 18, 2026 and February 27, 2026. No transactions were omitted or incorrectly reported.

4. The option vested in full on February 9, 2020.

Remarks:

	/s/ Augustin Joo, as Attorney-in-Fact	03/06/2026
	** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did NMIH’s Bradley Shuster report in this Form 4?

Bradley Shuster reported exercising stock options, withholding shares for taxes, and selling common shares. He exercised 55,158 options at $11.10 per share, had 35,728 shares withheld, and sold 19,430 common shares in open-market trades at a weighted average price of $38.906.

How many NMI Holdings (NMIH) shares did Bradley Shuster sell and at what price?

Bradley Shuster sold 19,430 NMI Holdings common shares in open-market transactions. A footnote states the weighted average sale price was $38.906 per share, with individual trades executed in a price range between $38.66 and $39.19 on the transaction date.

What stock options did Bradley Shuster exercise at NMI Holdings (NMIH)?

Bradley Shuster exercised options representing 55,158 NMI Holdings common shares at an exercise price of $11.10 per share. A related footnote notes these options were originally granted on February 9, 2017 and had fully vested by February 9, 2020 before this reported exercise.

How many NMI Holdings (NMIH) shares are held indirectly through the Shuster Family Trust?

The Form 4 shows 47,150 NMI Holdings common shares held indirectly through the Shuster Family Trust. The filing states Bradley Shuster and his wife are co‑trustees and beneficiaries of this trust, indicating indirect ownership separate from his directly held common shares.

What are Bradley Shuster’s reported NMI Holdings (NMIH) holdings after these transactions?

A footnote explains that his reported holdings represent 363,130 NMI Holdings common shares and 52,281 unvested restricted stock units. This reflects corrected ownership figures compared with earlier Forms 4 and is in addition to 47,150 shares held indirectly via the Shuster Family Trust.

Did this NMI Holdings (NMIH) Form 4 correct previously reported ownership amounts?

Yes. A footnote states the Form 4 reflects a correction of previously disclosed amounts of common shares and unvested restricted stock units reported in Forms 4 filed on February 18 and February 27, 2026, and clarifies that no transactions were omitted or incorrectly reported.