Radian (RDN) Form 4 RADIAN / Brian D Montgomery ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Montgomery Brian D

(Last) (First) (Middle)

RADIAN GROUP INC.

550 E. SWEDESFORD ROAD, #350

(Street)

WAYNE PA 19087

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RADIAN GROUP INC [ RDN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/15/2023		M		3,541(1)	A	$0	9,041	D
Common Stock	05/15/2023		F		5(2)	D	$25.04	9,036	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units - Time-based Award	$0(3)	05/15/2023		M			3,541(1)	05/15/2023(1)	(4)	Common Stock	3,541	(4)	3,542(5)	D
Restricted Stock Units - Time-based Award	$0(3)	05/17/2023		A		5,899(6)		05/15/2024(7)	(4)	Common Stock	5,899	(4)	5,899(7)	D

Explanation of Responses:

1. Vesting of time-based RSUs granted on May 11, 2022.

2. Pursuant to the terms of the Company's equity compensation plan, represents shares withheld by the Company to satisfy state tax withholding obligations.

3. Each RSU represents a contingent right to receive one share of common stock.

4. Not Applicable

5. Represents 50% of the time-based RSUs granted to Mr. Montgomery on May 11, 2022. Mr. Montgomery has elected to defer distribution of 50% of the RSU award pursuant to the Radian Group Inc. Voluntary Deferred Compensation Plan for Directors.

6. Award represents an annual equity award to non-employee directors.

7. The time-based RSUs vest on May 15, 2024.

	Edward J. Hoffman /s/, Edward J. Hoffman, (POA) Atty-in-fact	05/17/2023
	** 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 4 (b)(v).
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