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RADIAN GROUP INC Director's Dealing 2019

May 16, 2019

31025_dirs_2019-05-16_79326ed4-3156-4436-9d73-2a37843b3d73.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RADIAN GROUP INC (RDN)
CIK: 0000890926
Period of Report: 2019-05-14

Reporting Person: Quigley Robert (Sr. Vice President, Controller)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2019-05-14 Common Stock M 8173 Acquired 11771 Direct
2019-05-14 Common Stock F 2529 $22.36 Disposed 9242 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2019-05-15 Restricted Stock Units - Time Vested Award $0 A 3330 Acquired Common Stock (3330) Direct
2019-05-15 Restricted Stock Units - Performance Award $0 A 7320 Acquired Common Stock (7320) Direct
2019-05-14 Restricted Stock Unit - Performance Award $0 M 8173 Disposed Common Stock (8173) Direct

Footnotes

F1: Pursuant 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 8,173 Performance based RSUs granted May 11, 2016.

F2: Represents the total RSUs vested based on performance of the May 11, 2016 RSU award.

F3: Each RSU represents a contingent right to receive one share of common stock.

F4: Vesting of time-based RSUs occurs pro rata on each of the first, second and third anniversaries of the date of grant. The time-baseded RSUs have no voting or dividend rights.

F5: Vesting of the performance-based RSUs occurs on the third anniversary of the grant date (between 0 and 14,640 shares), subject to the Company's cumulative growth in "LTI Book Value" per share (as defined in the grant document). The RSUs are generally subject to a one-year holding period after vesting.

F6: 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.

F7: Vesting occured on the third anniversary of the grant date based on satisfaction of perforrmance metrics, subject to the certification of these results on May 14, 2019.

F8: Not Applicable.