Fitzgerald Norman Peter 4

What Happened
Norman Fitzgerald, EVP and Chief Sales Officer of NMI Holdings, had a total of 3,640 shares withheld by the company to satisfy withholding taxes when certain restricted stock units (RSUs) vested. The dispositions recorded were 2,323 shares on 2026-02-07 and 1,317 shares on 2026-02-08; both are reported as $0 proceeds because the shares were retained by the company for tax withholding (transaction code F).

Key Details

• Transaction dates: 2026-02-07 (2,323 shares) and 2026-02-08 (1,317 shares). Total withheld: 3,640 shares.
• Price/proceeds: reported as $0 (shares were withheld to cover taxes, not sold on the open market).
• Holdings after transaction (per filing footnote): 21,711 common shares and 12,119 unvested RSUs.
• Footnotes: Withholdings relate to RSUs granted 2/7/2024 (F1) and 2/8/2023 (F2). Net settlement used the closing price on 2026-02-06; the RSUs vest 40% on each of the first two anniversaries and 20% on the third anniversary. (F3 summarizes current holdings.)
• Transaction code: F = tax withholding on vested equity.

Context
This was a routine tax-withholding disposition tied to RSU vesting—common for employees—and not an open-market sale or purchase. Tax-withholding events usually do not by themselves signal insider sentiment about the company’s stock.