SEC Form 4 · accession 0001547903-19-000037
NMI Holdings, Inc. · NMIH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Bradley M Shuster
Officer — Executive Chairman · Director
Period of report
Feb 21, 2019
Accepted (ET)
Feb 25, 2019 · 9:05 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 share | Feb 21, 2019 | M | 150,000 | $10.00 | A | 728,795 | D | |
| Class A Common Shares, $0.01 par value per share | Feb 21, 2019 | F | 60,877 | $24.64 | D | 667,918 | D | |
| Class A Common Shares, $0.01 par value per shareF2 | Feb 22, 2019 | S | 46,856 | $24.6539 | D | 621,062 | D | |
| Class A Common Shares, $0.01 par value per shareF3,F4 | Feb 25, 2019 | S | 42,267 | $24.1514 | D | 578,795 | D | |
| Class A Common Shares, $0.01 par value per share | holding | — | — | — | 160,773 | I | By Shuster Family Trust, of which Mr. Shuster and his wife are co-trustees and beneficiaries |
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)F5 | $10.00 | Feb 21, 2019 | M | 150,000 | D | — | Apr 24, 2022 | Class A Common Shares, $0.01 par value per share | 150,000 | 307,500 | D |
Explanation of responses
- F1As part of Mr. Shuter's personal investment and financial planning needs, including individual asset diversification, Mr. Shuster sold a total of 89,123 shares of NMI Holdings, Inc. He completed these sales over the past two days.
- F2The common stock referred to in Footnote 1 was sold by the reporting person in a series of open market transactions on the transaction date at a weighted average sale price of $24.6539. The range of sale prices on the transaction date was $24.40 to $24.87. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each price.
- F3The common stock referred to in Footnote 1 was sold by the reporting person in a series of open market transactions on the transaction date at a weighted average sale price of $24.1514. The range of sale prices on the transaction date was $24.09 to $24.555. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each price.
- F4Represents 514,652 class A common shares and 64,143 unvested restricted stock units.
- F5The option vested in full on April 24, 2015.