0001140361-13-044848.txt : 20131204 0001140361-13-044848.hdr.sgml : 20131204 20131204111017 ACCESSION NUMBER: 0001140361-13-044848 CONFORMED SUBMISSION TYPE: 3/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20131107 FILED AS OF DATE: 20131204 DATE AS OF CHANGE: 20131204 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NMI Holdings, Inc. CENTRAL INDEX KEY: 0001547903 STANDARD INDUSTRIAL CLASSIFICATION: SURETY INSURANCE [6351] IRS NUMBER: 454914248 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2100 POWELL STREET, 12TH FLOOR CITY: EMERYVILLE STATE: CA ZIP: 94608 BUSINESS PHONE: (855) 530-6642 MAIL ADDRESS: STREET 1: 2100 POWELL STREET, 12TH FLOOR CITY: EMERYVILLE STATE: CA ZIP: 94608 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bass J Kyle CENTRAL INDEX KEY: 0001420193 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36174 FILM NUMBER: 131256270 MAIL ADDRESS: STREET 1: 2626 COLE AVENUE STREET 2: SUITE 200 CITY: DALLAS STATE: TX ZIP: 75204 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Hayman Investments LLC CENTRAL INDEX KEY: 0001420196 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36174 FILM NUMBER: 131256271 BUSINESS ADDRESS: STREET 1: 2626 COLE AVENUE STREET 2: SUITE 200 CITY: DALLAS STATE: TX ZIP: 75204 BUSINESS PHONE: 214-347-8050 MAIL ADDRESS: STREET 1: 2626 COLE AVENUE STREET 2: SUITE 200 CITY: DALLAS STATE: TX ZIP: 75204 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HAYMAN CAPITAL MANAGEMENT, L.P. CENTRAL INDEX KEY: 0001420192 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36174 FILM NUMBER: 131256272 BUSINESS ADDRESS: STREET 1: 2101 CEDAR SPRINGS ROAD STREET 2: SUITE 1400 CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-347-8050 MAIL ADDRESS: STREET 1: 2101 CEDAR SPRINGS ROAD STREET 2: SUITE 1400 CITY: DALLAS STATE: TX ZIP: 75201 FORMER NAME: FORMER CONFORMED NAME: Hayman Advisors LP DATE OF NAME CHANGE: 20071204 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Osmon John Brandon CENTRAL INDEX KEY: 0001591062 FILING VALUES: FORM TYPE: 3/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-36174 FILM NUMBER: 131256273 MAIL ADDRESS: STREET 1: C/O NMI HOLDINGS, INC. STREET 2: 2100 POWELL ST., 12TH FLOOR CITY: EMERYVILLE STATE: CA ZIP: 94608 3/A 1 doc1.xml FORM 3/A X0206 3/A 2013-11-07 2013-11-07 0 0001547903 NMI Holdings, Inc. NMIH 0001591062 Osmon John Brandon C/O NMI HOLDINGS, INC. 2100 POWELL STREET, 12TH FLOOR EMERYVILLE CA 94608 1 0 0 1 See Footnotes (1)(2) 0001420192 HAYMAN CAPITAL MANAGEMENT, L.P. 2101 CEDAR SPRINGS ROAD, SUITE 1400 DALLAS TX 75201 0 0 1 1 See Footnotes (1)(2) 0001420196 Hayman Investments LLC 2101 CEDAR SPRINGS ROAD, SUITE 1400 DALLAS TX 75201 0 0 1 1 See Footnotes (1)(2) 0001420193 Bass J Kyle C/O HAYMAN INVESTMENTS, L.L.C. 2101 CEDAR SPRINGS ROAD, SUITE 1400 DALLAS TX 75201 0 0 1 1 See Footnotes (1)(2) Class A Common Stock 5496500 I See Footnote Stock Option (right to buy) 10 2022-11-08 Class A Common Shares, $0.01 par value per share 37813 D Restricted Stock Units (right to buy) 0.0 2022-11-08 Class A Common Shares, $0.01 par value per share 30940 D Restricted Stock Units (right to buy) 0.0 2023-02-14 Class A Common Shares, $0.01 par value per share 5000 D Mr. Osmon is a managing director of Hayman Capital Management, L.P. ("Hayman Capital Management"). Hayman Capital Management acts as an investment adviser to, and manages investment and trading accounts of, other persons, including Hayman Capital Master Fund, L.P. ("HCMF"). Hayman Investments, L.L.C. ("Hayman Investments") is the general partner of Hayman Capital Management. Mr. Bass is the managing member of Hayman Investments. In the foregoing capacities, Hayman Capital Management, Hayman Investments and Mr. Bass may be deemed to beneficially own securities beneficially owned by Hayman Capital Management. In connection with Mr. Osmon's employment by Hayman Capital Management, HCMF may be deemed to beneficially own securities of the Issuer beneficially owned by Mr. Osmon. Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest in such securities, and the inclusion of such securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose. Granted pursuant to the NMI Holdings, Inc. 2012 Stock Incentive Plan. The stock option award is time vested based generally on continued service and is scheduled to vest in equal installments on each of the second and third anniversaries of the date of the grant, which grant occurred on November 8, 2012. Granted pursuant to the NMI Holdings, Inc. 2012 Stock Incentive Plan. Each restricted stock unit represents a contingent right to receive one NMI Holdings, Inc. common share upon vesting and settlement. The restricted stock unit award is time vested based generally on continued service and is scheduled to vest in equal installments on each of the second and third anniversaries of the date of the grant, which grant occurred on November 8, 2012. Granted pursuant to the NMI Holdings, Inc. 2012 Stock Incentive Plan and the restricted stock unit award vests on February 14, 2014, based generally on continued service. Each restricted stock unit represents a contingent right to receive one NMI Holdings, Inc. common share upon vesting and settlement. /s/ HAYMAN CAPITAL MANAGEMENT, L.P., by Hayman Investments, L.L.C. its General Partner, by Christopher Kirkpatrick as General Counsel 2013-12-04 /s/ HAYMAN INVESTMENTS, L.L.C., by Christopher Kirkpatrick as General Counsel 2013-12-04 /s/ J. KYLE BASS 2013-12-04 /s/ JOHN BRANDON OSMON 2013-12-04