Form 4: MGIC Director Jodee Kozlak Increases Holdings

Sentiment:

Insider Transaction Report


MGIC Investment Corp. Director Jodee Kozlak reported an acquisition of common stock and share units through dividend reinvestment and RSU dividends.

Summary

  • Jodee A. Kozlak, a Director of MGIC Investment Corp. (MTG), reported changes in beneficial ownership.
  • On August 21, 2025, Ms. Kozlak acquired 75.016 shares of Common Stock, which were dividends paid on Restricted Stock Units (RSUs) awarded under the Issuer's Omnibus Incentive Plan, with no price paid by the reporting person.
  • Following this transaction, Ms. Kozlak directly beneficially owns 34,342.9631 shares of Common Stock.
  • Also on August 21, 2025, Ms. Kozlak acquired 158.462 Share Units through phantom dividend reinvestment under the MGIC Investment Corporation Deferred Compensation Plan for Non-Employee Directors, with no price paid.
  • These Share Units correspond to shares of Common Stock, with their value based on the Issuer's common stock price on the New York Stock Exchange.
  • The Share Units are settled in cash on a specified date, unless a qualified election for later distribution is made, and do not have a fixed expiration date.
  • Following this transaction, Ms. Kozlak directly beneficially owns 29,209.6858 Share Units.
  • The transactions were made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 7

Explanation: The director's beneficial ownership increased through routine dividend reinvestment and RSU dividends, indicating continued participation in company equity plans and alignment with shareholder interests, which is a minor positive signal.

Positives

  • Director Jodee Kozlak increased her beneficial ownership in MGIC Investment Corp. through the acquisition of additional common stock and share units.
  • The increase in holdings, even through passive means like dividend reinvestment, indicates continued alignment of a director's interests with those of shareholders.

Future Outlook

The filing indicates future transactions scheduled for August 21, 2025, under a Rule 10b5-1(c) plan, reflecting pre-arranged equity activity for the director.

Management Comments

  • The reporting person participates in the MGIC Investment Corporation Deferred Compensation Plan for Non-Employee Directors under which units corresponding to shares of Common Stock of the Issuer ('Share Units') are awarded to the reporting person and/or acquired through compensation deferral.
  • Share Units are settled in cash, on a specified date, unless a qualified election for later distribution is made by the reporting person.

Industry Context

This Form 4 filing is a routine disclosure of insider trading activity, specifically a director's acquisition of company equity through compensation plans and dividend reinvestment. Such filings are common across all industries for publicly traded companies and provide transparency into insider holdings.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Participation in Compensation PlanThe filing highlights the director's participation in the MGIC Investment Corporation Deferred Compensation Plan for Non-Employee Directors and the Issuer's Omnibus Incentive Plan, which are established corporate governance mechanisms for executive and director compensation.N/AReinforces existing compensation structures and director alignment with company performance through equity ownership.

Related Party Transactions

  • The transactions represent the acquisition of company equity by a director, which is a standard related-party transaction reported under Section 16 of the Securities Exchange Act of 1934.

Stakeholder Impact

  • Shareholders: May view the director's increased equity holdings, even if passive, as a positive sign of continued commitment and alignment with shareholder interests.
  • Employees: No direct impact mentioned.

Key Dates

DateDescription
08/21/2025Transaction date for the acquisition of common stock and share units.
08/22/2025Date the Form 4 was signed by Leslie A. Schunk, Attorney-in-Fact for Jodee A. Kozlak.

Recommendation

hold

The filing reports routine, non-discretionary acquisitions of common stock and share units by a director through dividend reinvestment and RSU dividends, as part of pre-existing compensation plans. While it shows continued insider alignment, it does not represent a discretionary purchase or significant new information that would warrant a change in investment recommendation.

Keywords

MGIC Investment Corp, MTG, Jodee Kozlak, Form 4, Insider Transaction, Director, Common Stock, Share Units, Deferred Compensation Plan, Dividend Reinvestment, Restricted Stock Units, Rule 10b5-1(c)

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