NMI Holdings, Inc. — Director's Dealing 2021

Jan 9, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NMI Holdings, Inc. (NMIH)
CIK: 0001547903
Period of Report: 2021-01-06

Reporting Person: SHUSTER BRADLEY M (Director, Executive Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-01-06	Class A Common Shares, $0.01 par value per share	M	5547	$11.75	Acquired	605598	Direct
2021-01-06	Class A Common Shares, $0.01 par value per share	S	5547	$24.0364	Disposed	600051	Direct
2021-01-06	Class A Common Shares, $0.01 par value per share	S	12393	$24.0403	Disposed	587658	Direct
2021-01-07	Class A Common Shares, $0.01 par value per share	M	17902	$11.75	Acquired	605560	Direct
2021-01-07	Class A Common Shares, $0.01 par value per share	S	17902	$24.2804	Disposed	587658	Direct
2021-01-07	Class A Common Shares, $0.01 par value per share	S	786	$24.0057	Disposed	586872	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-01-06	Stock Option (right to buy)	$11.75	M	5547	Disposed	2023-02-14	Class A Common Shares, $0.01 par value per share (5547.0)	Direct
2021-01-07	Stock Option (right to buy)	$11.75	M	17902	Disposed	2023-02-14	Class A Common Shares, $0.01 par value per share (17902.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Shares, $0.01 par value per share	47150	Indirect

Footnotes

F1: Mr. Shuster has adopted a 10b5-1 Plan. This 10b5-1 Plan allows for the orderly disposition of a portion of shares owned by Mr. Shuster as part of his investment and financial planning needs, including individual asset diversification. The shares were sold pursuant to the 10b5-1 Plan.

F2: The common stock was sold by the reporting person in a series of open market transactions on the transaction date at a weighted average sale price of $24.0364. The range of prices was $24 to $24.13. The reporting person undertakes to provide upon request by SEC staff, the issuer, or a securityholder of the issuer, full information regarding the number of shares sold at each price.

F3: The common stock was sold by the reporting person in a series of open market transactions on the transaction date at a weighted average sale price of $24.0403. The range of prices was $24.00 to $24.14. The reporting person undertakes to provide upon request by SEC staff, the issuer, or a securityholder of the issuer, full information regarding the number of shares sold at each price.

F4: The common stock was sold by the reporting person in a series of open market transactions on the transaction date at a weighted average sale price of $24.2804. The range of prices was $24.00 to $24.46. The reporting person undertakes to provide upon request by the SEC staff, the issuer, or a securityholder of the issuer, full information regarding the number of shares sold at each price.

F5: The common stock was sold by the reporting person in a series of open market transactions on the transaction date at a weighted average sale price of $24.0057. The range of prices was $24.00 to $24.0250. The reporting person undertakes to provide upon request by SEC staff, the issuer, or a securityholder of the issuer, full information regarding the number of shares sold at each price.

F6: Represents 507,941 class A common shares and 78,931 unvested restricted stock units.

F7: The option fully vested on February 14, 2016.