What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2023-02-15 compared with 2022-02-16 · 72 added, 124 removed, 268 unchanged (42% of the section changed)

45 unchanged sentences

Other Information

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.

Not applicable.

Directors, Executive Officers and Corporate Governance

7 unchanged sentences

Accordingly, we have omitted the information from this Item pursuant to General Instruction G (3) of Form 10-K.

Equity Compensation Plans Information

The following table sets forth information as of December 31, 2021 with respect to compensation plans under which shares of the Company's common stock may be issued:

Plan Category Number of securities to

be issued upon exercise

of outstanding options, warrants, and rights (2)

Weighted-average

exercise price of outstanding options, warrants, and rights (3)

Number of securities remaining available for future issuance under equity compensation plans (4)

Equity compensation plans approved by security holders (1)

2,445,741 $13.78 1,813,485

Equity compensation plans not approved by security holders — — —

Total 2,445,741 $13.78 1,813,485

(1) NMI Holdings, Inc.

2012 Stock Incentive Plan (2012 Plan) and NMI Holdings, Inc.

Amended and Restated 2014 Omnibus Incentive Plan (2014 Plan).

(2) Includes 1,106,889 and 263,800 shares to be issued upon exercise of outstanding stock options under the 2012 and 2014 Plans, respectively, and

71,428 and 1,003,624 unvested RSUs granted under the 2012 and 2014 Plans, respectively.

(3) Weighted-average exercise price is based solely on outstanding options.

(4) The amount shown includes 481,733 shares available for use with awards granted under the 2012 Plan and 1,331,752 shares available for use with

awards granted under the 2014 Plan.

Certain Relationships and Related Transactions, and Director Independence

8 unchanged sentences

Exhibit Number

2.1 Stock Purchase Agreement, dated November 30, 2011 , between NMI Holdings, Inc.

and MAC Financial Ltd.

(incorporated herein by reference to Exhibit 2.1 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

2.2 Amendment to Stock Purchase Agreement, dated April 6, 2012 , between NMI Holdings, Inc.

and MAC Financial Ltd.

(incorporated herein by reference to Exhibit 2.2 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

3.1 Second Amended and Restated Certificate of Incorporation (incorporated herein by reference to Exhibit 3.1 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

3.2 Third Amended and Restated By-Laws (incorporated herein by reference to Exhibit 3.1 to our Form 8-K, filed on December 9, 2014)

4.1 Specimen Class A common stock certificate (incorporated herein by reference to Exhibit 4.1 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

4.2 Registration Rights Agreement between NMI Holdings, Inc.

and FBR Capital Markets & Co., dated April 24, 2012 (incorporated herein by reference to Exhibit 4.2 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

4.3 Registration Rights Agreement by and between MAC Financial Ltd.

and NMI Holdings, Inc., dated April 24, 2012 (incorporated herein by reference to Exhibit 4.3 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

4.4 Registration Rights Agreement between FBR & Co., FBR Capital Markets LT, Inc., FBR Capital Markets & Co., FBR Capital Markets PT, Inc.

and NMI Holdings, Inc., dated April 24, 2012 (incorporated herein by reference to Exhibit 4.4 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

4.5 Warrant No.

1 to Purchase Common Stock of NMI Holdings, Inc.

issued to FBR Capital Markets & Co., dated June 13, 2013 (incorporated herein by reference to Exhibit 4.5 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

4.6 Form of Warrant to Purchase Common Stock of NMI Holdings, Inc.

issued to former stockholders of MAC Financial Ltd.

(incorporated herein by reference to Exhibit 4.6 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

3.2 Fourth Amended and Restated By-Laws (incorporated herein by reference to Exhibit 3.2 to our Form 8-K, filed on November 10, 2022)

4.1 Indenture, dated as of June 19, 2020, among NMI Holdings, Inc., NMI Services, Inc.

1 unchanged sentence

as Trustee and Notes Collateral Agent (incorporated herein by reference to Exhibit 4.1 to our Form 8-K, filed on June 19, 2020)

4.8 Description of Securities

4.2 Description of Securities (incorporated by reference to Exhibit 4.8 to our Form 10-8, filed on February 16, 2022)

10.1 ~ NMI Holdings Inc.

2 unchanged sentences

10.2 ~ Form of NMI Holdings, Inc.

2012 Stock Incentive Plan Restricted Stock Unit Award Agreement for Management (incorporated herein by reference to Exhibit 10.3 to our Form S-1 Registration Statement (Registration No.

2012 Stock Incentive Plan Restricted Stock Unit Award Agreement ( F or Management ) (Other than CEO and CFO) (incorporated herein by reference to Exhibit 10.3 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

10.3 ~ Form of NMI Holdings, Inc.

2012 Stock Incentive Plan Nonqualified Stock Option Award Agreement for Chief Executive Officer and Chief Financial Officer (incorporated herein by reference to Exhibit 10.5 to our Form S-1 Registration Statement (Registration No.

2012 Stock Incentive Plan Nonqualified Stock Option Award Agreement (For CEO and CFO ) (incorporated herein by reference to Exhibit 10.5 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

10.4 ~ Form of NMI Holdings, Inc.

2012 Stock Incentive Plan Nonqualified Stock Option Award Agreement for Management (incorporated herein by reference to Exhibit 10.6 to our Form S-1 Registration Statement (Registration No.

2012 Stock Incentive Plan Nonqualified Stock Option Award Agreement ( F or Management ) (incorporated herein by reference to Exhibit 10.6 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

10.5 ~ Form of NMI Holdings, Inc.

2012 Stock Incentive Plan Nonqualified Stock Option Award Agreement for Directors (incorporated herein by reference to Exhibit 10.7 to our Form S-1 Registration Statement (Registration No.

2012 Stock Incentive Plan Nonqualified Stock Option Award Agreement (F or Non-Em p loyee Directors ) (incorporated herein by reference to Exhibit 10.7 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

10.6 ~ Form of NMI Holdings, Inc.

2012 Stock Incentive Plan Nonqualified Stock Option Award Agreement for Chief Executive Officer and Chief Financial Office r (incorporated herein by reference to Exhibit 10.8 to our Form 10-K, filed on February 17, 2017)

2012 Stock Incentive Plan Nonqualified Stock Option Award Agreement (For CEO/CFO) (incorporated herein by reference to Exhibit 10.8 to our Form 10-K, filed on February 17, 2017)

10.7 ~ Form of NMI Holdings, Inc.

2012 Stock Incentive Plan Nonqualified Stock Option Award Agreement for Employees (incorporated herein by reference to Exhibit 10.9 to our Form 10-K, filed on February 17, 2017)

10.8 ~ Offer Letter by and between NMI Holdings, Inc.

and William Leatherberry, dated July 11, 2014 (incorporated herein by reference to Exhibit 10.10 to our Form 10-Q, filed on April 28, 2016)

10.9 ~ Offer Letter by and between NMI Holdings, Inc.

and Adam Pollitzer, dated Septe mber 9, 2021 (incorporated herein by reference to Exhibit 10.1 to our Form 8-K, filed on September 9,2021)

10.10 ~ O ffer Letter by and between NMI Holdings, Inc.

and Ravi Mallela , dated December 20, 2021 (incorporated herein by reference to Exhibit 10.1 to our Form 8-K, filed on December 21, 2021)

10.11 ~ Form of Indemnification Agreement between NMI Holdings, Inc.

and its directors and certain executive officers (incorporated herein by reference to Exhibit 10.1 to our Form 8-K, filed on November 25, 2014)

10.12 + Commitment Letter dated July 12, 2013 for Bulk Fannie Mae-Paid Loss-on-Sale Mortgage Insurance on the Portfolio of approximately $5.46 billion Purchased by Fannie Mae and Identified by Fannie Mae as Deal No.

2013 MIRT 01 and by the Company as Policy No.

P-0001-01 (incorporated herein by reference to Exhibit 10.14 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

10.13 Credit Agreement, dated May 24, 2018, between NMI Holdings, Inc., the lender party thereto, and JPMorgan Chase Bank, N.A., as administrative agent (incorporated herein by reference to Exhibit 4.1 to our Form 8-K, filed on May 25, 2018)

10.14 Extension Amendment, dated as of March 20, 2020, to the Company's Credit Agreement, dated as of May 24, 2018, by and among the Company, the lender parties thereto and JPMorgan Chase Bank, N.A.

as administrative agent (incorporated herein by reference to Exhibit 10.1 to our Form 8-K filed on March 20, 2020)

10.15 Joinder Agreement, dated as of March 20, 2020, to the Company's Credit Agreement, dated as of May 24, 2018, by and among the Company, JPMorgan Chase Bank, N.A.

as administrative agent, and Citibank, N.A.

(incorporated herein by reference to Exhibit 10.2 to our Form 8-K, filed on March 20, 2020)

10.16 Amendment No.

1, dated as of May 6, 2020, to the Company's Credit Agreement, dated as of May 24, 2018, by and among the Company, the lender parties thereto and JPMorgan Chase Bank, N.A.

as administrative agent (incorporated herein by reference to Exhibit 10.1 to our Form 8-K filed on May 6, 2020)

10.17 Joinder Agreement, dated as of October 29, 2020, to the Company's Credit Agreement, dated as of May 24, 2018, by and among the Company, JPMorgan Chase Bank, N.A.

as administrative agent, and Citibank, N.A.

(incorporated herein by reference to Exhibit 10.20 to our Form 10-Q, filed on November 11, 2020)

10.18 Amended and Restated Credit Agreement, dated as of November 29, 2021 , by and among the Company, the lender parties thereto and JP Morgan Chase Bank, N.A.

as administrative agent (incorporated herein by reference to Exhibit 10.1 to our Form 8-K filed on November 30, 2021)

2012 Stock Incentive Plan Nonqualified Stock Option Award Agreement (F or Employees ) (incorporated herein by reference to Exhibit 10.9 to our Form 10-K, filed on February 17, 2017)

10.8 ~ Form of NMI Holdings, Inc.

2012 Stock Incentive Plan Restricted Stock Unit Award Agreement (F or Independent Directors ) (incorporated herein by reference to Exhibit 10.30 to our Form 10-Q, filed on May 2, 2019)

10.9 ~ Form of NMI Holdings, Inc.

2012 Stock Incentive Plan Restricted Stock Unit Award Agreement ( For Employees ) (incorporated herein by reference to Exhibit 10.31 to our Form 10-Q, filed on May 2, 2019)

10.10 ~ Form of NMI Holdings, Inc.

2012 Stock Incentive Plan Nonqualified Stock Option Agreement ( F or Employees ) (incorporated herein by reference to Exhibit 10.32 to our Form 10-Q, filed on May 2, 2019)

10.11 ~ NMI Holdings, Inc.

1 unchanged sentence

10.12 ~ Form of NMI Holdings, Inc.

Amended and Restated 2014 Omnibus Incentive Plan Restricted Stock Unit Award Agreement for Chief Executive Officer (incorporated herein by reference to Exhibit 10.19 to our Form 10-Q filed on August 1, 2017)

Amended and Restated 2014 Omnibus Incentive Plan Restricted Stock Unit Award Agreement (For CEO) (incorporated herein by reference to Exhibit 10.19 to our Form 10-Q filed on August 1, 2017)

10.13 ~ Form of NMI Holdings, Inc.

Amended and Restated 2014 Omnibus Incentive Plan Restricted Stock Unit Award Agreement for Executive Officers (incorporated herein by reference to Exhibit 10.20 to our Form 10-Q filed on August 1, 2017)

Amended and Restated 2014 Omnibus Incentive Plan Restricted Stock Unit Award Agreement (Executive Officers ) (incorporated herein by reference to Exhibit 10.20 to our Form 10-Q filed on August 1, 2017)

10.14 ~ Form of NMI Holdings, Inc.

3 unchanged sentences

10.16 ~ Form of NMI Holdings, Inc.

Amended and Restated 2014 Omnibus Incentive Plan Nonqualified Stock Option Award Agreement for Chief Executive Officer (incorporated herein by reference to Exhibit 10.23 to our Form 10-Q filed on August 1, 2017)

Amended and Restated 2014 Omnibus Incentive Plan Nonqualified Stock Option Award Agreement (For CEO) (incorporated herein by reference to Exhibit 10.23 to our Form 10-Q filed on August 1, 2017)

10.17 ~ Form of NMI Holdings, Inc.

1 unchanged sentence

10.18 ~ Form of NMI Holdings, Inc.

2014 Omnibus Incentive Plan Performance Based Restricted Stock Unit Award Agreement for Chief Executive Officer (incorporated herein by reference to Exhibit 10.26 to our Form 10-K, filed on February 17, 2017)

2014 Omnibus Incentive Plan Performance Based Restricted Stock Unit Award Agreement ( F or CEO) (incorporated herein by reference to Exhibit 10.26 to our Form 10-K, filed on February 17, 2017)

10.19 ~ Form of NMI Holdings, Inc.

Amended and Restated 2014 Omnibus Incentive Plan Restricted Stock Unit Award Agreement (Performance Based) (incorporated herein by reference to Exhibit 10.38 to our Form 10-Q, filed on May 7, 2020)

10.20 ~ Form of NMI Holdings, Inc.

Amended and Restated 2014 Omnibus Incentive Plan Restricted Stock Unit Award Agreement for Independent Directors (incorporated herein by reference to Exhibit 10.33 to our Form 10-Q, filed on May 2, 2019)

10.21 ~ Form of NMI Holdings, Inc.

Amended and Restated 2014 Omnibus Incentive Plan Restricted Stock Unit Award Agreement for Employees (incorporated herein by reference to Exhibit 10.34 to our Form 10-Q, filed on May 2, 2019)

10.22 ~ Form of NMI Holdings, Inc.

Amended and Restated 2014 Omnibus Incentive Plan Nonqualified Stock Option Agreement for Employees (incorporated herein by reference to Exhibit 10.35 to our Form 10-Q, filed on May 2, 2019)

10.23 ~ Form of Indemnification Agreement between NMI Holdings, Inc.

and its directors and certain executive officers (incorporated herein by reference to Exhibit 10.1 to our Form 8-K, filed on November 25, 2014)

10.24 ~ NMI Holdings, Inc.

4 unchanged sentences

Clawback Policy (incorporated herein by reference to Exhibit 10.2 to our Form 8-K, filed on February 23, 2017)

10.27 ~ Offer Letter by and between NMI Holdings, Inc.

and William Leatherberry, dated July 11, 2014 (incorporated herein by reference to Exhibit 10.10 to our Form 10-Q, filed on April 28, 2016)

10.28 ~ Employment Letter by and between NMI Holdings, Inc.

1 unchanged sentence

Shuster, effective as of January 1, 2019 (incorporated herein by reference to Exhibit 10.1 to our Form 8-K, filed on December 28, 2018)

10.31 ~ Form of NMI Holdings, Inc.

2012 Stock Incentive Plan Restricted Stock Unit Award Agreement for Independent Directors (incorporated herein by reference to Exhibit 10.30 to our Form 10-Q, filed on May 2, 2019)

10.32 ~ Form of NMI Holdings, Inc.

2012 Stock Incentive Plan Restricted Stock Unit Award Agreement for Employees (incorporated herein by reference to Exhibit 10.31 to our Form 10-Q, filed on May 2, 2019)

10.33 ~ Form of NMI Holdings, Inc.

2012 Stock Incentive Plan Nonqualified Stock Option Agreement for Employees (incorporated herein by reference to Exhibit 10.32 to our Form 10-Q, filed on May 2, 2019)

10.34 ~ Form of NMI Holdings, Inc.

10.35 ~ Form of NMI Holdings, Inc.

Amended and Restated 2014 Omnibus Incentive Plan Restricted Stock Unit Award Agreement for Employees (incorporated herein by reference to Exhibit 10.34 to our Form 10-Q, filed on May 2, 2019)

10.36 ~ Form of NMI Holdings, Inc.

Amended and Restated 2014 Omnibus Incentive Plan Nonqualified Stock Option Agreement for Employees (incorporated herein by reference to Exhibit 10.35 to our Form 10-Q, filed on May 2, 2019)

10.37 ~ Form of NMI Holdings, Inc.

Amended and Restated 2014 Omnibus Incentive Plan Restricted Stock Unit Award Agreement (Performance Based) (incorporated herein by reference to Exhibit 10.38 to our Form 10-Q, filed on May 7, 2020)

10.29 ~ Offer Letter by and between NMI Holdings, Inc.

and Adam Pollitzer, dated September 9, 2021 (incorporated herein by reference to Exhibit 10.1 to our Form 8-K, filed on September 9,2021)

10.30 ~ Offer Letter by and between NMI Holdings, Inc.

and Ravi Mallela, dated December 20, 2021 (incorporated herein by reference to Exhibit 10.1 to our Form 8-K, filed on December 21, 2021)

10.31 + Commitment Letter dated July 12, 2013 for Bulk Fannie Mae-Paid Loss-on-Sale Mortgage Insurance on the Portfolio of approximately $5.46 billion Purchased by Fannie Mae and Identified by Fannie Mae as Deal No.

2013 MIRT 01 and by the Company as Policy No.

P-0001-01 (incorporated herein by reference to Exhibit 10.14 to our Form S-1 Registration Statement (Registration No.

333-191635), filed on October 9, 2013)

10.32 Amended and Restated Credit Agreement, dated as of November 29, 2021, by and among the Company, the lender parties thereto and JPMorgan Chase Bank, N.A.

as administrative agent (incorporated herein by reference to Exhibit 10.1 to our Form 8-K filed on November 30, 2021)

21.1 Subsidiaries of NMI Holdings, Inc.

(incorporated herein by reference to Exhibit 21.1 to our Form 10-Q, filed on October 30, 2015)

22.1 Guaranteed Securities by Subsidiary Guarantor

22.1 Guaranteed Securities by Subsidiary Guarantor (incorporated herein by reference to Exhibit 22.1 to our Form 10-K, filed on February 16, 2022)

23.1 Consent of BDO USA, LLP

14 unchanged sentences

34-47986, the certifications furnished in Exhibit 32 hereto are deemed to accompany this Form 10-K and will not be deemed "filed" for purposes of Section 18 of the Exchange Act or deemed to be incorporated by reference into any filing under the Exchange Act or the Securities Act except to the extent that the registrant specifically incorporates it by reference.

Form 10-K Summary

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

6 unchanged sentences

February 14, 2023

Norberg Chief Financial Officer

/s/ Nicholas D.

Realmuto Chief Financial Officer

(Principal Financial Officer) February 14, 2023

/s/ Bradley M.

Shuster Chief Accounting Officer and Controller February 15, 2022

Shuster Controller February 14, 2023

/s/ Steven L.

12 unchanged sentences

INDEX TO FINANCIAL STATEMENT SCHEDULES

Schedule I — Summary of Investments — other than investments in related parties as of December 31, 2021 F- 1

Schedule II — Financial Information of Registrant as of December 31, 2021 F- 2

Schedule IV — Reinsurance as of December 31, 2021 F- 6

Schedule I — Summary of Investments — other than investments in related parties as of December 31, 2022

Schedule II — Financial Information of Registrant as of December 31, 2022

Schedule IV — Reinsurance as of December 31, 2022

All other schedules are omitted because the required information is not present or is not present in amounts sufficient to require submission of the schedules, or because the information required is included in our Consolidated Financial Statements and notes thereto.

21 unchanged sentences

Accrued investment income 440 367

Prepaid expenses 2,983 2,912

Due from affiliates, net 83,018 86,366

10 unchanged sentences

Common stock - class A shares, $ 0.01 par value;

85,792,849 and 85,163,039 shares issued and outstanding as of December 31, 2021 and December 31, 2020, respectively ( 250,000,000 shares authorized)

86,472,742 shares issued and 83,549,879 shares outstanding as of December 31, 2022 and 85,792,849 shares issued and outstanding as of December 31, 2021 ( 250,000,000 shares authorized)

Additional paid-in capital 972,717 955,302

Accumulated other comprehensive income, net of tax 1,485 53,856

Treasury stock, at cost:

2,922,863 and 0 common shares as of December 31, 2022 and December 31, 2021, respectively

Accumulated other comprehensive (loss) income, net of tax ( 204,323 ) 1,485

Retained earnings 901,043 608,141

1 unchanged sentence

Total liabilities and shareholders' equity $ 2,312,111 $ 2,183,173

(1) "Prepaid expenses" have been reclassified as "Other assets" in the prior period.

NMI HOLDINGS, INC.

2 unchanged sentences

PARENT COMPANY ONLY

For the year ended December 31,

For the years ended December 31,

2022 2021 2020

1 unchanged sentence

Net investment income $ 1,204 $ 327 $ 398

Net realized investment gains 10 23 1

Net realized investment (losses) gains ( 13 ) 10 23

Total revenues 1,191 337 421

1 unchanged sentence

Interest expense — 68 —

(Gain) loss from change in fair value of warrant liability ( 566 ) ( 2,907 ) 8,657

Gain from change in fair value of warrant liability ( 1,113 ) ( 566 ) ( 2,907 )

Total expenses 6,477 7,766 6,355

4 unchanged sentences

Other comprehensive (loss) income, net of tax:

Unrealized (losses) gains in accumulated other comprehensive (loss) income, net of tax (benefit) expense of $( 95 ), $ 25 , and $ 82 for each of the years in the three-year period ended December 31, 2021, respectively

Unrealized (losses) gains in accumulated other comprehensive income, net of tax (benefit) expense of $( 748 ), $( 95 ), and $ 25 for each of the years in the three-year period ended December 31, 2022, respectively

( 2,815 ) ( 357 ) 94

Reclassification adjustment for gains included in net income, net of tax expense of $ 2 , $ 5 and $ 0 for each of the years in the three-year period ended December 31, 2021, respectively

Reclassification adjustment for realized losses (gains) included in net income, net of tax (benefit) expense of $( 3 ), $ 2 and $ 5 for each of the years in the three-year period ended December 31, 2022, respectively

10 ( 8 ) ( 18 )

6 unchanged sentences

PARENT COMPANY ONLY

For the year ended December 31,

For the years ended December 31,

2022 2021 2020

1 unchanged sentence

Net income $ 292,902 $ 231,130 $ 171,566

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

(Gain) loss from change in fair value of warrant liability ( 566 ) ( 2,907 ) 8,657

Net realized investment gains ( 10 ) ( 23 ) ( 1 )

Adjustments to reconcile net income to net cash provided by operating activities:

Gain from change in fair value of warrant liability ( 1,113 ) ( 566 ) ( 2,907 )

Net realized investment losses (gains) 13 ( 10 ) ( 23 )

Depreciation and amortization 789 801 807

6 unchanged sentences

Receivable from affiliates 3,348 ( 9,474 ) ( 14,651 )

Prepaid expenses ( 71 ) 420 ( 409 )

Other assets (1)

518 ( 496 ) 84

Accounts payable and accrued expenses ( 8,731 ) 10,068 4,592

Net cash provided by provided by (used in) operating activities 14,664 2,924 ( 10,298 )

Net cash provided by operating activities 42,504 14,664 2,924

Cash flows from investing activities

5 unchanged sentences

Software and equipment 1,291 ( 1,026 ) ( 2,633 )

Net cash (used in) provided by investing activities ( 10,799 ) ( 460,013 ) 9,384

Net cash used in investing activities ( 2,917 ) ( 10,799 ) ( 460,013 )

Cash flows from financing activities

6 unchanged sentences

Payments of debt issuance costs — ( 1,108 ) ( 9,043 )

Net cash provided by financing activities ( 1,830 ) 462,804 2,000

Net increase in cash, cash equivalents and restricted cash 2,035 5,715 1,086

Repurchase of common stock ( 56,575 ) — —

Net cash (used in) provided by financing activities ( 55,828 ) ( 1,830 ) 462,804

Net (decrease) increase in cash, cash equivalents and restricted cash ( 16,241 ) 2,035 5,715

Cash, cash equivalents and restricted cash, beginning of period 21,181 19,146 13,431

Cash, cash equivalents and restricted cash, end of period $ 4,940 $ 21,181 $ 19,146

(1) "Prepaid expenses" have been reclassified as "Other assets" in the prior periods.

NMI HOLDINGS, INC.

11 unchanged sentences

Under Wisconsin law, an extraordinary dividend is defined as any payment or distribution that together with other dividends and distributions made within the preceding twelve months exceeds the lesser of (i) 10% of the insurer's statutory policyholders' surplus as of the preceding December 31 or (ii) adjusted statutory net income for the twelve-month period ending the preceding December 31.

During the year ended December 31, 2021, Re One distributed $ 26.0 million to NMIH in the form of a $ 1.6 million ordinary dividend and a $ 24.4 million extraordinary dividend.

NMIC has the capacity to pay aggregate ordinary dividends of $ 34.9 million to NMIH during the twelve-month period ending December 31, 2022.

On April 1, 2022, NMIC paid a $ 34.9 million ordinary course dividend to NMIH and has the capacity to pay aggregate ordinary dividends of $ 98.0 million to NMIH during the twelve-month period ending December 31, 2023.

The remaining net assets from dividend capacity are considered restricted.

14 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures