NMI (NMIH) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on May 8, 2025, to vote on the election of nine directors, advisory approval of executive compensation, the frequency of future say-on-pay votes, and ratification of BDO USA, P.C. as independent auditor.

• 2024 saw record financial results: $651M in revenue (up 12%), $360M net income (up 12%), $210B insurance in force, and a 17.4% ROE.

• The company emphasizes sustainable, risk-responsible growth, industry-leading credit performance, and strong stakeholder engagement.

Voting matters and shareholder proposals

• Proposals include: election of nine directors, advisory approval of executive compensation, advisory vote on frequency of say-on-pay (Board recommends annual), and auditor ratification.

• Board recommends voting FOR all proposals and for annual say-on-pay votes.

• Shareholders of record as of March 11, 2025, are eligible to vote.

Board of directors and corporate governance

• Board consists of nine members, seven of whom are independent; 33% are women, 44% are from diverse backgrounds.

• Board leadership is separated: Executive Chairman, CEO, and Lead Independent Director roles are distinct.

• Four standing committees: Audit, Governance and Nominating, Risk, and Compensation, all chaired by independent directors.

• Annual board and committee evaluations, mandatory stock ownership for directors and executives, and regular stockholder engagement.