SHUSTER BRADLEY M 4

What Happened
Bradley M. Shuster, Executive Chairman and Director of NMI Holdings, exercised options to acquire 55,000 shares at $11.10 each (cost $610,500) and sold those 55,000 shares in open-market transactions on February 18, 2026 for total proceeds of about $2,179,623 (weighted avg price ~$39.63). The Form 4 also records a derivative conversion/disposition entry for 55,000 shares at $0.00 related to the option conversion/settlement.

Key Details

• Transaction date: 2026-02-18.
• Exercise: 55,000 shares acquired @ $11.10 each = $610,500 (code M).
• Sale: 55,000 shares sold in open market @ weighted avg $39.6295 (range $39.56–$39.79) = $2,179,623 (code S). Footnote offers per-trade price details on request.
• Derivative entry: 55,000 shares @ $0.00 recorded (related to conversion/settlement).
• Shares owned after transaction (per filing): 308,130 common shares and 107,281 unvested restricted stock units (per footnote).
• Vesting note: The option vested in full on Feb 9, 2020 (footnote).
• Filing timeliness: Reported for the transaction date (no late filing flag noted).

Context

• This was an exercise-plus-immediate-sale (shares acquired by exercising options and sold the same day), a routine insider transaction structure often used to realize gains after option vesting.
• Sales do not necessarily indicate a change in the director’s view of the company; they reflect a disposition of shares acquired through option exercise.