RADIAN GROUP INC — Director's Dealing 2017

May 13, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RADIAN GROUP INC (RDN)
CIK: 0000890926
Period of Report: 2017-05-10

Reporting Person: Thornberry Richard G (Director, Chief Executive Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-05-10	Restricted Stock Unit - Time Vested	$0	A	60210	Acquired		Common Stock (60210)	Direct
2017-05-10	Restricted Stock Units - Performance Award (TSR Metric)	$0	A	62290	Acquired		Common Stock (62290)	Direct
2017-05-10	Restricted Stock Units - Performance Award (BV Metric)	$0	A	67380	Acquired		Common Stock (67380)	Direct

Footnotes

F1: Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of Radian Group Inc. common stock. Vesting of time-based RSUs occurs pro rata on each of the first, second and third anniversaries of the grant.

F2: Each Performance Based RSU represents a contingent right to receive one share of Radian Group Inc. 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.

F3: Vesting of the Performance Based RSUs (TSR Metric) occurs on the third anniversary of the grant date, with payouts generally subject to a one year holding period after vesting. The award (representing between 0 and 124,580 shares) will vest based on the relative performance of Radian's total stockholder return against a designated peer group.

F4: Vesting of the Performance Based RSUs (BV Metric) occurs on the third anniversary of the grant date, with payouts generally subject to a one year holding period after vesting. The award (representing between 0 and 134,760 shares) will vest based on Radian's cumulative growth in "LTI Book Value" per share (as defined in the grant document).

F5: Not Applicable