FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 11/15/2018 |
3. Issuer Name and Ticker or Trading Symbol
RADIAN GROUP INC [ RDN ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common stock | 699 | D | |
Common stock | 5,084 | I | 401K Stock Fund |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Stock Option - Performance Award | 05/14/2016 | 05/13/2023 | Common stock | 2,740 | $13.99 | D | |
Stock Option - Performance Award | 06/17/2017(2) | 06/16/2024 | Common stock | 2,470 | $15.44 | D | |
Stock Option - Performance Award | 07/09/2018(2) | 07/08/2025 | Common stock | 2,050 | $18.42 | D | |
Stock Option - Performance Award | 05/11/2019(2) | 05/10/2026 | Common stock | 3,100 | $12.16 | D | |
Restricted Stock Units - Performance Award | 05/11/2019 | (1) | Common stock | 4,170(3) | $0 | D | |
Restricted Stock Units - Performance Award | 05/10/2020 | (1) | Common stock | 4,660(3) | $0 | D | |
Restricted Stock Units - Performance Award | 05/09/2021 | (1) | Common stock | 5,650(4) | $0 | D | |
Restricted Stock Units - Time Vested Award | 05/09/2019(5) | (1) | Common stock | 2,830(5) | $0 | D | |
Restricted Stock Units - Time Vested Award | 12/20/2020 | (1) | Common stock | 2,500 | $0 | D | |
Restricted Stock Units - Time Vested Award | 05/10/2018(6) | (1) | Common stock | 1,615(6) | $0 | D | |
Restricted Stock Units - Time Vested Award | 05/11/2019 | (1) | Common stock | 2,470 | $0 | D |
Explanation of Responses: |
1. N/A |
2. In each case, options scheduled to vest in two equal installments on each of the third and fourth anniversaries of the applicable date of grant, provided that the options will vest only if the closing price of the Company's common stock meets the applicable stock price hurdle for ten consecutive days ending on or after the third anniversary of the applicable date of grant. |
3. Performance-based RSUs are scheduled to vest on the applicable date exercisable. In each case, the performance-based RSUs have a potential payout ranging from 0% to 200% of the RSUs scheduled to vest, subject to a maximum cap of six times the value of the award on the grant date. |
4. Vesting of the performance-based RSUs occurs on the applicable date exercisable (between 0 and 11,300 shares), subject to the Company's cumulative growth in "LTI Book Value" per share (as defined in the grant document). |
5. The award was granted on May 9, 2018 and the award vests proportionately on the first, second and third anniversary of grant. |
6. The award was granted on May 10, 2017 and the award vests proportionately on the first, second and third anniversary of grant. One-third of the award vested on May 10, 2018. Shares reported outstanding are unvested and reflect the remaining two-thirds of the shares granted. |
Remarks: |
Edward J. Hoffman /s/, Edward J. Hoffman, (POA) Atty-in-fact | 11/20/2018 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v). | ||
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |