Pollitzer Adam 4

What Happened
Adam Pollitzer, Chief Executive Officer of NMI Holdings, received equity awards and had shares withheld for taxes. On February 11, 2026 he was granted 63,538 restricted stock units (RSUs) and 184,664 performance-based RSUs (PRSUs) from a 2023 grant vested and settled. To satisfy withholding tax obligations, 93,958 shares were withheld on February 11 and an additional 14,674 shares were withheld on February 12, 2026. All grant/settlement transactions reported a $0.00 per-share acquisition price (non-cash compensation).

Key Details

• Transaction dates and types:
  • 2026-02-11: Grant/acquisition (A) of 63,538 RSUs (new grant under Omnibus Plan).
  • 2026-02-11: PRSUs from 02/08/2023 vested and were settled (184,664 shares issued).
  • 2026-02-11: Tax withholding (F) — 93,958 shares withheld to cover taxes on the vested PRSUs.
  • 2026-02-12: Tax withholding (F) — 14,674 shares withheld related to RSUs that vested from a 02/12/2025 grant.
• Shares owned after transactions (per filing): 319,919 common shares and 123,054 unvested restricted stock units.
• Notable footnotes:
  • F1: New RSUs (2/11/2026 grant) vest 40% on each of years 1 and 2 and 20% on year 3.
  • F2: PRSUs granted 2/8/2023 vested based on performance certification on 2/11/2026.
  • F3/F4: Withholdings were net settlements at the closing stock price on the respective dates to satisfy tax liabilities.
  • F5: Confirms total holdings shown above.
• Filing timeliness: Reported period 2026-02-11 and filed 2026-02-13 (filed promptly following vesting/settlement).

Context

• These transactions are compensation-related (awards and tax-withholdings), not open-market purchases or sales. The PRSU settlement and the withheld shares reflect a cashless/net settlement to cover tax obligations. Such routine grant/vesting filings disclose executive compensation events rather than direct bullish/bearish trading by the executive.