SEC Form 4 · accession 0000890926-18-000037
RADIAN GROUP INC · RDN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Edward J Hoffman
Officer — Sr. EVP, General Counsel
Period of report
May 9, 2018
Accepted (ET)
May 11, 2018 · 4:16 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000890926
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F3 | May 10, 2018 | M | 3,313 | $0.00 | A | 49,248 | D | |
| Common StockF2 | May 10, 2018 | F | 1,444 | $15.88 | D | 47,804 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock Units - Time Vested AwardF3,F4,F7 | $0.00 | May 9, 2018 | A | 11,510 | A | May 9, 2018 | — | Common Stock | 11,510 | 11,510 | D |
| Restricted Stock Units - Performance AwardF5,F6,F7,F3 | $0.00 | May 9, 2018 | A | 25,830 | A | May 9, 2021 | — | Common Stock | 25,830 | 25,830 | D |
| Restricted Stock Unit - Time Vested AwardF1,F7,F4,F3 | $0.00 | May 10, 2018 | M | 3,313 | D | May 10, 2018 | — | Common Stock | 3,313 | 6,727 | D |
Explanation of responses
- F1Represents shares of common stock acquired upon the vesting of one-third of time-vested RSUs granted on May 10, 2017.
- F2Pursuant to the terms of the Company's equity incentive plan, represents shares withheld by the Company to satisfy the tax liability incurred upon the vesting of one-third of the time-vested RSUs granted May 10, 2017.
- F3Each RSU represents a contingent right to receive one share of common stock.
- F4Vesting of time-based RSUs occurs pro rata on each of the first, second and third anniversaries of the date of grant. The time-vested RSUs have no voting or dividend rights.
- F5Each performance-based RSU represents a contingent right to receive one share of common stock. The number of reported performance-based RSUs represents the target award, with grantees having the potential to earn a number of shares up to 200% of the target award. The performance-based RSUs have no voting or dividend rights.
- F6Vesting of the performance-based RSUs occurs on the third anniversary of the grant date (between 0 and 51,660 shares), subject to the Company's cumulative growth in "LTI Book Value" per share (as defined in the grant document). Payouts are generally subject to a one-year holding period after vesting.
- F7Not Applicable.