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  4. [Form 4] NMI Holdings, Inc. Insider Trading Activity

NMI Holdings (NMIH) chair exercises options and sells shares

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

NMI Holdings Executive Chairman Bradley Shuster reported several equity transactions involving company stock. On February 25, 2026, he exercised stock options for 55,158 common shares at an exercise price of $11.10 per share and simultaneously had 35,601 common shares withheld to cover a cashless exercise and related tax obligations. The options he exercised had fully vested on February 9, 2020.

On February 26, 2026, Shuster completed an open-market sale of 19,557 common shares at a weighted average price of $39.8541 per share, with individual sale prices ranging from $39.56 to $40.05. After these transactions, he directly owns 415,411 equity interests, consisting of 308,130 common shares and 107,281 unvested restricted stock units, and indirectly holds 47,150 common shares through the Shuster Family Trust, where he and his wife serve as co-trustees and beneficiaries.

Positive

  • None.

Negative

  • None.
Insider SHUSTER BRADLEY M
Role Executive Chairman
Sold 19,557 shs ($779K)
Type Security Shares Price Value
Sale Common Shares, $0.01 par value per share 19,557 $39.8541 $779K
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 35,601 $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) — 220,630 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)
  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 February 25, 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 $39.8541. The range of sale prices on the transaction date was $39.56 to $40.05. 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 308,130 common shares and 107,281 unvested restricted stock units. The option vested in full on February 9, 2020.
Form 4 Insider Transactions: What Each Field Means →
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 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)
02/25/2026
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 02/25/2026 M 55,158 A $11.1 470,569 D
Common Shares, $0.01 par value per share 02/25/2026 F 35,601(1) D $0 434,968 D
Common Shares, $0.01 par value per share 02/26/2026 S 19,557 D $39.8541(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $11.1 02/25/2026 M 55,158 (4) 02/09/2027 Common Shares, $0.01 par value per share 55,158 $0 220,630 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 February 25, 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 $39.8541. The range of sale prices on the transaction date was $39.56 to $40.05. 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 308,130 common shares and 107,281 unvested restricted stock units.
4. The option vested in full on February 9, 2020.
Remarks:
/s/ Augustin Joo, as Attorney-in-Fact 02/27/2026
** 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 NMI Holdings (NMIH) Executive Chairman Bradley Shuster report?

Bradley Shuster reported exercising 55,158 stock options and an open-market sale of 19,557 NMI Holdings common shares. He also had 35,601 shares withheld to cover a cashless option exercise and related tax obligations tied to options granted in 2017.

At what price did Bradley Shuster sell NMIH common shares in his latest Form 4?

Bradley Shuster sold 19,557 NMI Holdings common shares at a weighted average price of $39.8541. The reported sale prices ranged from $39.56 to $40.05 per share, reflecting a series of open-market transactions on February 26, 2026.

How many NMIH shares did Bradley Shuster acquire through option exercise?

Bradley Shuster acquired 55,158 NMI Holdings common shares by exercising stock options at an exercise price of $11.10 per share. The options were originally granted on February 9, 2017 and had fully vested by February 9, 2020 before this exercise.

How many NMIH shares were withheld from Bradley Shuster for taxes and exercise costs?

A total of 35,601 NMI Holdings common shares were withheld from Bradley Shuster. These shares satisfied the cashless exercise structure and withholding taxes due in connection with exercising certain stock options granted to him on February 9, 2017.

What is Bradley Shuster’s current direct equity interest in NMI Holdings after these transactions?

Following the reported transactions, Bradley Shuster’s direct equity interest totals 415,411 units. This consists of 308,130 NMI Holdings common shares and 107,281 unvested restricted stock units, as specified in the footnotes to the Form 4 filing.

Does Bradley Shuster have indirect ownership of NMIH shares through a trust?

Yes. Bradley Shuster indirectly owns 47,150 NMI Holdings common shares through the Shuster Family Trust. He and his wife serve as co-trustees and are beneficiaries of the trust, which holds these shares on an indirect basis for him.

What does the Form 4 say about the vesting of Bradley Shuster’s NMIH stock options?

The Form 4 notes that the stock options exercised by Bradley Shuster vested in full on February 9, 2020. These options were originally granted on February 9, 2017, and their full vesting preceded his February 25, 2026 exercise and related share transactions.