Leatherberry William J 4
4 · NMI Holdings, Inc. · Filed Feb 13, 2026
Research Summary
AI-generated summary of this filing
NMIH GC William J. Leatherberry Receives Stock Awards
What Happened
William J. Leatherberry, Chief Administrative Officer & General Counsel of NMI Holdings, received equity awards and had shares withheld for taxes. On Feb 11, 2026, 50,496 performance-based restricted stock units (PRSUs) vested (granted Feb 8, 2023) and 18,233 restricted stock units (RSUs) were granted (Feb 11, 2026). To satisfy tax withholding, 25,693 shares were withheld on Feb 11, 2026 in connection with the vested PRSUs and 4,005 shares were withheld on Feb 12, 2026 in connection with previously granted RSUs. All award acquisitions are reported at $0 acquisition price (awards), and the withheld shares are reported as dispositions (tax withholding).
Key Details
- Transaction dates and types:
- 2026-02-11: Award/Grant — 18,233 RSUs (A) @ $0.00 (acquired)
- 2026-02-11: Vesting/Issuance — 50,496 PRSUs (A) @ $0.00 (issued upon certification)
- 2026-02-11: Tax withholding — 25,693 shares (F) @ $0.00 (disposed to cover taxes on PRSUs)
- 2026-02-12: Tax withholding — 4,005 shares (F) @ $0.00 (disposed to cover taxes on RSUs)
- Shares owned after transaction: 129,801 common shares and 34,433 unvested restricted stock units (per filing footnote).
- Notable footnotes:
- PRSUs were granted Feb 8, 2023 and vested on Feb 11, 2026 after performance criteria were met.
- Newly granted RSUs (Feb 11, 2026) vest 40%/40%/20% over three years.
- Withholdings were net settlements (shares withheld to satisfy tax liabilities at the closing price on the respective settlement dates).
- Filing timeliness: Form 4 filed Feb 13, 2026 reporting transactions on Feb 11–12, 2026 (filed within the standard reporting window).
Context: These were award issuances and tax-withholding disposals — not open-market buys or voluntary sales. The PRSU activity reflects performance-based vesting; the withheld dispositions are routine tax-related net settlements and do not necessarily indicate a change in the insider’s market view.
Insider Transaction Report
- Award
Restricted Stock Unit (right to receive)
[F1]2026-02-11+18,233→ 143,436 total - Award
Common Shares, $0.01 par value per share
[F2]2026-02-11+50,496→ 193,932 total - Tax Payment
Common Shares, $0.01 par value per share
[F3]2026-02-11−25,693→ 168,239 total - Tax Payment
Common Shares, $0.01 par value per share
[F4][F5]2026-02-12−4,005→ 164,234 total
Footnotes (5)
- [F1]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.
- [F2]On February 8, 2023, the reporting person was granted performance-based restricted stock units (PRSUs) pursuant to the NMIH Amended and Restated 2014 Omnibus Incentive Plan. Each PRSU represents a contingent right to receive shares of NMIH's common shares upon settlement. The PRSUs vest at the end of the three-year period following the grant on the date that the Compensation Committee of the Board of Directors certifies attainment, based on NMIH's satisfaction of certain performance criteria. The performance criteria were met on February 11, 2026, resulting in the issuance of 50,496 vested PRSUs.
- [F3]Represents shares withheld by NMIH to satisfy withholding taxes due in connection with the vesting of the PRSUs granted to the reporting person on February 8, 2023 at a net settlement price equal to the closing stock price on February 11, 2026.
- [F4]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.
- [F5]Represents 129,801 common shares and 34,433 unvested restricted stock units.