SEC Form 4 · accession 0001547903-15-000022
NMI Holdings, Inc. · NMIH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Claudia J Merkle
Officer — EVP, Chief Insurance Officer
Period of report
Feb 12, 2015
Accepted (ET)
Feb 17, 2015 · 7:52 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001547903
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Shares, $0.01 par value per shareF1 | Feb 12, 2015 | A | 9,000 | $0.00 | A | 11,495 | D | |
| Class A Common Shares, $0.01 par value per shareF2 | Feb 12, 2015 | M | 3,166 | $0.00 | A | 14,661 | D | |
| Class A Common Shares, $0.01 par value per share | Feb 13, 2015 | S | 1,465 | $8.47 | D | 13,196 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F4 | $8.50 | Feb 12, 2015 | A | 86,200 | A | — | Feb 12, 2025 | Class A Common Shares, $0.01 par value per share | 86,200 | 86,200 | D |
| Restricted Stock Unit (right to receive)F5 | $0.00 | Feb 12, 2015 | M | 3,166 | D | — | — | Class A Common Shares, $0.01 par value per share | 3,166 | 6,334 | D |
Explanation of responses
- F1Represents restricted stock units granted pursuant to NMIH's 2014 Omnibus Incentive Plan. The shares underlying these restricted stock units vest in three equal annual installments beginning on February 12, 2016.
- F2Restricted stock units convert into common stock on a one-for-one basis.
- F3Represents shares sold pursuant to a Sell-to-Cover Rule 10b5-1 trading plan adopted by the reporting person on September 4, 2014 to pay withholding taxes due in connection with the vesting of certain restricted stock units on February 12, 2015.
- F4Granted pursuant to the NMIH 2014 Omnibus Incentive Plan. The option vests in three equal annual installments beginning on February 12, 2016.
- F5Granted pursuant to the NMIH 2012 Stock Incentive Plan. The shares underlying these restricted stock units vest in three equal annual installments beginning on February 12, 2015.