Form 4: NMIH Exec Sells Shares for Tax Withholding
Insider Transaction Report
NMI Holdings' EVP, Chief of Operations and Technology, Mohammad Yousaf, reported the sale of shares to cover tax obligations related to restricted stock unit vesting.
Summary
- Mohammad Nawaz Yousaf, EVP, Chief of Operations and Technology at NMI Holdings, Inc. (NMIH), reported changes in beneficial ownership.
- On February 7, 2026, 1,969 common shares were disposed of to satisfy withholding taxes related to restricted stock units granted on February 7, 2024.
- On February 8, 2026, an additional 1,072 common shares were disposed of for tax withholding purposes, linked to restricted stock units granted on February 8, 2023.
- Following these transactions, Yousaf beneficially owns 30,660 common shares, comprising 18,252 vested common shares and 12,408 unvested restricted stock units.
- The restricted stock units vest 40% on the first and second anniversaries of the grant date, and 20% on the third anniversary.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this as a neutral event. While it represents a reduction in direct share count, it's a non-discretionary sale for tax purposes related to executive compensation, which is a positive for executive retention and motivation.
Positives
- The vesting of restricted stock units indicates continued compensation and retention of a key executive.
- The transactions are routine tax-related sales, not discretionary sales by the executive, suggesting no change in executive confidence.
Negatives
- A reduction in direct share ownership, albeit for tax purposes, slightly decreases the executive's direct equity stake.
Future Outlook
NA
Industry Context
StockSavvy.ai notes that these transactions are standard practice for executive compensation involving restricted stock units, where a portion of vested shares is automatically sold to cover tax liabilities. This is a common mechanism across industries to manage equity-based compensation.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Power of Attorney Grant | Mohammad Yousaf granted power of attorney to William J. Leatherberry, Laura Weissbein, Augustin Joo, and Brad D. Burton to execute and file SEC Forms 3, 4, 5, and 10 on his behalf. | 2025-09-11 | Streamlines the process for filing required insider transaction reports for the executive, ensuring compliance with Section 16(a) of the Exchange Act. |
Stakeholder Impact
- Shareholders: Minor dilution from the shares issued for RSU vesting, but the tax withholding sales do not represent a discretionary sale by the executive that would signal a change in confidence.
- Employees: Reinforces the company's executive compensation structure, which can be a positive for employee morale and retention strategies.
Key Dates
| Date | Description |
|---|---|
| 2023-02-08 | Grant date of certain restricted stock units. |
| 2024-02-07 | Grant date of certain restricted stock units. |
| 2025-09-11 | Date Mohammad Yousaf executed the Power of Attorney. |
| 2026-02-06 | Closing stock price date used for net settlement of restricted stock units. |
| 2026-02-07 | Transaction date for disposition of 1,969 shares for tax withholding. |
| 2026-02-08 | Transaction date for disposition of 1,072 shares for tax withholding. |
| 2026-02-10 | Signature date of the Form 4 filing. |
Recommendation
holdThis Form 4 filing details routine, non-discretionary sales of shares by a key executive to cover tax obligations upon the vesting of restricted stock units. Such transactions are standard practice and do not typically indicate a change in the company's fundamentals or the executive's confidence. Therefore, it provides no new information to warrant a change in investment stance, suggesting a 'hold' recommendation based solely on this filing.
Keywords
NMI Holdings, NMIH, Mohammad Yousaf, Form 4, Insider Trading, Restricted Stock Units, RSU Vesting, Tax Withholding, Executive Compensation, Beneficial Ownership
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