Form 4: Radian Group Inc. Insider Stock Award Filing

Radian Group Inc. reports the grant of restricted stock units to Sr. EVP Stephen Keleher, with vesting contingent on performance metrics.

Summary

• Stephen Keleher, Sr. EVP and Co-Head of MI at Radian Group Inc., was granted Restricted Stock Units (RSUs) on May 21, 2026.
• The grant includes both time-based and performance-based RSUs.
• Time-based RSUs totaling 8,070 shares vest pro rata over three years, starting May 25, 2026.
• Performance-based RSUs, with a target award of 12,300 shares, vest on May 25, 2029.
• The vesting of performance-based RSUs depends on the company's cumulative growth in 'LTI Book Value per Share' and Radian's total stockholder return (TSR) relative to the S&P SmallCap 600 Financials index over a three-year period.
• The performance-based RSUs have a potential payout range of 0% to 200% of the target award (0 to 24,600 shares).
• A one-year post-vest holding period is generally required for distributed shares.
• Elizabeth Diffley, acting as attorney-in-fact, signed the filing on May 26, 2026.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive filing, indicating standard executive compensation practices with performance-based incentives, but without immediate financial results or strategic shifts.

Positives

• Grant of equity awards to a key executive (Sr. EVP, Co-Head of MI) signals management's commitment and incentivization.
• Performance-based RSUs align executive compensation with long-term company growth and shareholder returns.
• The structure of performance-based RSUs allows for significant upside potential (up to 200% of target) if key metrics are met.

Negatives

• The performance metrics for the RSUs are complex and tied to specific financial and market performance, introducing uncertainty in vesting.
• The one-year post-vest holding period may restrict immediate liquidity for the executive.

Risks

• Failure to achieve the 'LTI Book Value per Share' growth targets could result in zero vesting of performance-based RSUs.
• Underperformance in Radian's total stockholder return compared to the S&P SmallCap 600 Financials index could impact the vesting of performance-based RSUs.
• Market volatility and broader economic conditions could affect the company's ability to meet performance targets.

Future Outlook

The future outlook for the vesting of performance-based RSUs is contingent upon Radian Group Inc.'s achievement of specific 'LTI Book Value per Share' growth and relative Total Stockholder Return (TSR) over a three-year performance period ending May 25, 2029. The potential payout can range from 0% to 200% of the target award.

Management Comments

• The performance-based RSUs are designed to reward the achievement of specific company growth and shareholder return objectives.
• The structure allows for significant upside for the executive if performance targets are exceeded.

Industry Context

StockSavvy.ai notes that the use of performance-based restricted stock units tied to book value growth and relative TSR is a common practice in the financial services and mortgage insurance sectors to align executive incentives with long-term value creation and market competitiveness.

Corporate Governance

Stakeholder Impact

• Shareholders: The performance-based RSUs align executive interests with shareholder value creation, potentially leading to improved long-term stock performance if targets are met.
• Employees: The filing does not directly impact other employees, but successful company performance driven by executive incentives could indirectly benefit them.
• Management: Sr. EVP Stephen Keleher receives significant equity-based compensation tied to company performance.

Next Steps

• Monitoring Radian Group Inc.'s performance against 'LTI Book Value per Share' and TSR benchmarks over the next three years.
• Observing the pro rata vesting of time-based RSUs over the next three years.
• Potential distribution of shares following the vesting of performance-based RSUs, subject to the one-year holding period.

Key Dates

Keywords

Radian Group Inc., RDN, Form 4, Restricted Stock Units, RSU, Equity Award, Executive Compensation, Stock Vesting, Performance Metrics, Stephen Keleher, SEC Filing