Filing Details
- Accession Number:
- 0000890926-12-000008
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2012-03-06 13:54:42
- Reporting Period:
- 2012-03-05
- Filing Date:
- 2012-03-06
- Accepted Time:
- 2012-03-06 13:54:42
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 890926 | Radian Group Inc | RDN | Surety Insurance (6351) | 232691170 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1326429 | A Sanford Ibrahim | Radian Group Inc. 1601 Market St Philadelphia PA 19103 | Chief Executive Officer | Yes | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2012-03-05 | 15,000 | $3.63 | 551,298 | No | 4 | P | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | P | Direct |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Common Stock | 12,095 | Indirect | 401K stock fund |
Reported Derivative Holdings
| Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|---|---|---|---|
| Common Stock | Stock Option | $3.58 | 2014-06-09 | 2018-06-09 | 269,700 | 269,700 | Direct |
| Common Stock | Restricted Stock Units -Performance Award | $0.00 | 2018-06-09 | 658,080 | 658,080 | Direct | |
| Common Stock | Stock Option | $10.42 | 2013-05-12 | 2017-05-12 | 87,900 | 87,900 | Direct |
| Common Stock | Restricted Stock Units -Performance Award | $0.00 | 2017-05-12 | 72,800 | 72,800 | Direct | |
| Common Stock | Stock Appreciation Right | $2.68 | 2012-05-13 | 2014-05-13 | 269,000 | 269,000 | Direct |
| Common Stock | Stock Option | $2.48 | 2011-08-07 | 2015-08-07 | 253,000 | 253,000 | Direct |
| Common Stock | Stock Option | $56.03 | 2007-02-07 | 2013-05-05 | 35,800 | 35,800 | Direct |
| Common Stock | Stock Option | $46.39 | 2006-05-05 | 2012-05-05 | 60,000 | 60,000 | Direct |
| Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
|---|---|---|---|
| 2018-06-09 | 269,700 | 269,700 | Direct |
| 2018-06-09 | 658,080 | 658,080 | Direct |
| 2017-05-12 | 87,900 | 87,900 | Direct |
| 2017-05-12 | 72,800 | 72,800 | Direct |
| 2014-05-13 | 269,000 | 269,000 | Direct |
| 2015-08-07 | 253,000 | 253,000 | Direct |
| 2013-05-05 | 35,800 | 35,800 | Direct |
| 2012-05-05 | 60,000 | 60,000 | Direct |
Footnotes
- Purchase price ranges from $3.615 to $3.66 per share with the average purchase price being $3.6322 per share.
- Total includes 385,802 shares owned outright.
- Non-Qualified Stock Option: Vesting is 50% on the third anniversary of the grant and 50% on the fourth anniversary of the grant, provided that Radian's common stock has closed at 25% above the exercise price of the option for 10 consecutive trading days ending at any point on or after the third anniversary of the grant.
- Not Applicable.
- Performance Based Restricted Stock Units ("RSUs"): Vesting is 100% at the end of the three year performance period, with a potential payout ranging from 0% to 200% (**subject to limitations discussed in Footnote 8 below) of the target award based on Radian's total stockholder return ("TSR") over the three year performance period relative to the median TSR of Radian's primary competitors and the companies listed on the NASDAQ Financial Index. TSR is measured generally as (i) the change in market value of common stock during the period, plus dividends, (ii) divided by the 20 day trading average preceding and including the RSU grant date. The RSUs have no voting or dividend rights and will be settled in cash.
- Non-Qualified Stock Option: Vesting is 50% on the third anniversary of the grant and 50% on the fourth anniversary of the grant.
- Performance Based RSUs: Vesting is 100% at the end of year three, with settlement in common shares based on the achievement of total shareholder return ("TSR") performance goals as follows: 50% of the award is eligible for a payment (between 0% and 100%, up to 36,400 shares) based on the Company's relative TSR compared to its peers; and 50% of the award is eligible for a payment (between 0% and 150%, up to 54,600 shares) based on the Company's relative TSR compared to the TSR's of companies included in the S&P 400 index. Upon the occurrence of certain corporate events involving one or more companies included in the Company's peer group, the performance goals for the entire award (between 0% and 150%, up to 109,200 shares) would then be based on the Company's relative TSR compared to the TSR's of companies included in the S&P 400 index.
- The number of RSUs reported (658,080) represents the target award. **As discussed in Footnote 5 above, at the end of the performance period, the participant may earn up to 200% of the target award, subject to a maximum award limitation of one million (1,000,000) shares that may be issued to any individual in a calendar year under the Radian Group Inc. Amended and Restated 2008 Equity Compensation Plan.
- The number of RSUs reported (72,800) represents the target award. As discussed in Footnote 7 above, the number of shares that may be issued upon vesting ranges from 0 shares to 91,000 shares (109,200 shares in the event TSR performance is measured solely against the companies included in the S&P 400 index).
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