Form 4: NMIH CEO Adam Pollitzer Reports Routine Tax Withholding
Insider Transaction Report
NMI Holdings, Inc. CEO Adam Pollitzer reported the withholding of 26,062 common shares to cover tax liabilities related to the vesting of restricted stock units.
Summary
- Adam Pollitzer, CEO and Director of NMI Holdings, Inc. (NMIH), reported two transactions involving the disposition of common shares.
- On February 7, 2026, 16,665 common shares were withheld by NMIH to satisfy tax obligations related to the vesting of restricted stock units granted on February 7, 2024.
- On February 8, 2026, an additional 9,397 common shares were withheld by NMIH for tax liabilities associated with the vesting of restricted stock units granted on February 8, 2023.
- The shares were withheld at a net settlement price equal to the closing stock price on February 6, 2026.
- Following these transactions, Adam Pollitzer beneficially owns 303,403 common shares, which includes 215,048 common shares and 88,355 unvested restricted stock units.
- The restricted stock units vest 40% on the first anniversary, 40% on the second anniversary, and 20% on the third anniversary of their respective grant dates.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this filing as neutral. It reports routine insider transactions related to equity compensation and tax withholding, which is a standard practice and does not indicate a change in company performance or strategy.
Risks
- The Power of Attorney states that the Company does not represent or warrant that it will always be able to timely and accurately file Section 16 reports on behalf of the undersigned due to various factors and reliance on others for information.
Future Outlook
The filing details the vesting schedule for restricted stock units, indicating future share distributions to Adam Pollitzer will occur on the anniversaries of the grant dates (40% on the first, 40% on the second, and 20% on the third anniversary).
Industry Context
StockSavvy.ai notes that Form 4 filings are standard disclosures for insider transactions, providing transparency into executive stock ownership changes. The withholding of shares for tax purposes upon RSU vesting is a common and routine event in executive compensation across various industries, particularly in companies that utilize equity-based incentives.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Power of Attorney Grant | Adam Pollitzer granted a Power of Attorney to William J. Leatherberry, Laura Weissbein, Augustin Joo, and Brad D. Burton to execute and file Forms 3, 4, 5, and 10 on his behalf, ensuring compliance with Section 16(a) of the Securities Exchange Act of 1934. | 2025-09-11 | This streamlines the process for insider trading compliance for Adam Pollitzer, delegating the administrative task of filing to designated attorneys-in-fact. It does not relieve Pollitzer of his ultimate responsibility for compliance. |
Related Party Transactions
- The transactions involve the withholding of shares by NMI Holdings, Inc. from its CEO, Adam Pollitzer, to cover tax liabilities arising from the vesting of restricted stock units. This is a standard related-party transaction for equity compensation.
Stakeholder Impact
- Shareholders: Minimal direct impact, as these are routine tax-related dispositions of shares by an insider, not a discretionary sale or purchase that would signal a change in sentiment or company value.
- Employees: No direct impact mentioned.
Next Steps
- Continued vesting of Adam Pollitzer's remaining 88,355 unvested restricted stock units according to their respective schedules.
Key Dates
| Date | Description |
|---|---|
| 2023-02-08 | Grant date for certain restricted stock units, 9,397 of which vested and led to tax withholding on February 8, 2026. |
| 2024-02-07 | Grant date for certain restricted stock units, 16,665 of which vested and led to tax withholding on February 7, 2026. |
| 2025-09-11 | Date the Power of Attorney was executed by Adam Pollitzer. |
| 2026-02-06 | Closing stock price on this date was used as the net settlement price for tax withholding. |
| 2026-02-07 | Transaction date for the withholding of 16,665 common shares for tax liability. |
| 2026-02-08 | Transaction date for the withholding of 9,397 common shares for tax liability. |
| 2026-02-10 | Date the Form 4 was signed by Augustin Joo, as Attorney-in-Fact. |
Keywords
NMI Holdings, NMIH, Adam Pollitzer, Form 4, Insider Transaction, Restricted Stock Units, Tax Withholding, CEO, Director, Equity Compensation
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