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FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the quarterly period ended			September 30, 2023
☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
			For the transition period from ______ to ______
			Commission file number			1-10816

MGIC Investment Corporation

(Exact name of registrant as specified in its charter)

Wisconsin									39-1486475
(State or other jurisdiction of incorporation or organization)									(I.R.S. Employer Identification No.)
250 E. Kilbourn Avenue									53202
Milwaukee,			Wisconsin						(Zip Code)
(Address of principal executive offices)
(414)									347-6480
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common stock

MTG

New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer

☒

Accelerated filer ☐

Non-accelerated filer ☐

Smaller reporting company

☐

(Do not check if a smaller reporting company)

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ☐ NO x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: As of October 27, 2023, there were 277,311,432 shares of common stock of the registrant, par value $1.00 per share, outstanding.

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Forward Looking and Other Statements

All statements in this report that address events, developments or results that we expect or anticipate may occur in the future are “forward looking statements.” Forward looking statements consist of statements that relate to matters other than historical fact. In most cases, forward looking statements may be identified by words such as “believe,” “anticipate” or “expect,” or words of similar import. The Risk Factors referred to in “Forward Looking Statements and Risk Factors – Location of Risk Factors” in Management’s Discussion and Analysis of Financial Condition and Results of Operations below, may cause our actual results to differ materially from the results contemplated by forward looking statements that we may make. We are not undertaking any obligation to update any forward looking statements or other statements we may make in this document even though these statements may be affected by events or circumstances occurring after the forward looking statements or other statements were made. Therefore, no reader of this document should rely on these statements being current as of any time other than the time at which this document was filed with the Securities and Exchange Commission.

MGIC Investment Corporation - Q3 2023 | 2

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MGIC INVESTMENT CORPORATION AND SUBSIDIARIES

FORM 10-Q

FOR THE QUARTER ENDED September 30, 2023

Table of contents
						Page
PART I — FINANCIAL INFORMATION
Item 1			Financial Statements:
			Consolidated Balance Sheets - September 30, 2023 (Unaudited) and December 31, 2022			8
			Consolidated Statements of Operations (Unaudited) - Three and Nine Months Ended September 30, 2023 and 2022			9
			Consolidated Statements of Comprehensive Income (Unaudited) - Three and Nine Months Ended September 30, 2023 and 2022			10
			Consolidated Statements of Shareholders’ Equity (Unaudited) - Three and Nine Months Ended September 30, 2023 and 2022			11
			Consolidated Statements of Cash Flows (Unaudited) - Three and Nine Months Ended September 30, 2023 and 2022			12
			Notes to Consolidated Financial Statements (Unaudited)			13
			Note 1 - Nature of Business and Basis of Presentation			13
			Note 2 - Significant Accounting Policies			14
			Note 3 - Debt			14
			Note 4 - Reinsurance			15
			Note 5 - Litigation and Contingencies			20
			Note 6 - Earnings Per Share			21
			Note 7 - Investments			22
			Note 8 - Fair Value Measurements			25
			Note 9 - Other Comprehensive Income			28
			Note 10 - Benefit Plans			29
			Note 11 - Loss Reserves			30
			Note 12 - Shareholders’ Equity			33
			Note 13 - Share-Based Compensation			33
			Note 14 - Statutory Information			34
Item 2			Management's Discussion and Analysis of Financial Condition and Results of Operations			35
Item 3			Quantitative and Qualitative Disclosures about Market Risk			62
Item 4			Controls and Procedures			62
PART II — OTHER INFORMATION
Item 1			Legal Proceedings			63
Item 1A			Risk Factors			63
Item 2			Unregistered Sales of Equity Securities and Use of Proceeds			65
Item 5			Other Information			65
Item 6			Exhibits			65
INDEX TO EXHIBITS						65
SIGNATURES						66

MGIC Investment Corporation - Q3 2023 | 3

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Glossary of terms and acronyms

/ A

ARMs

Adjustable rate mortgages

ABS

Asset-backed securities

Annual Persistency

The percentage of our insurance remaining in force from one year prior. As of September 30, 2023, we refined our methodology for calculating our Annual Persistency by excluding the amortization of the principal balance. All prior periods have been revised

ASC

Accounting Standards Codification

Available Assets

Assets, as designated under the PMIERs, that are readily available to pay claims, and include the most liquid investments

/ B

Book or book year

A group of loans insured in a particular calendar year

BPMI

Borrower-paid mortgage insurance

/ C

CECL

Current expected credit losses covered under ASC 326

CFPB

Consumer Financial Protection Bureau

CLO

Collateralized loan obligations

CMBS

Commercial mortgage-backed securities

COVID-19 Pandemic

An outbreak of the novel coronavirus disease, later named COVID-19. The outbreak of COVID-19 was declared a pandemic by the World Health Organization and a national emergency in the United States in March 2020

CRT

Credit risk transfer. The transfer of a portion of mortgage credit risk to the private sector through different forms of transactions and structures

/ D

DAC

Deferred insurance policy acquisition costs

Debt-to-income (“DTI”) ratio

The ratio, expressed as a percentage, of a borrower’s total debt payments to gross income

Delinquent Loan

A loan that is past due on a mortgage payment. A delinquent loan is typically reported to us by servicers when the loan has missed two or more payments. A loan will continue to be reported as delinquent until it becomes current, or a claim payment has been made. A delinquent loan is also referred to as a default

Delinquency Rate

The percentage of insured loans that are delinquent

Direct

Before giving effect to reinsurance

/ E

EPS

Earnings per share

/ F

Fannie Mae

Federal National Mortgage Association

FCRA

Fair Credit Reporting Act

FHA

Federal Housing Administration

FHFA

Federal Housing Finance Agency

FHLB

Federal Home Loan Bank of Chicago, of which MGIC is a member

FICO score

A measure of consumer credit risk provided by credit bureaus, typically produced from statistical models by Fair Isaac Corporation utilizing data collected by the credit bureaus

Freddie Mac

Federal Home Loan Mortgage Corporation

/ G

GAAP

Generally Accepted Accounting Principles in the United States

GSEs

Government Sponsored Enterprise. Collectively, Fannie Mae and Freddie Mac

MGIC Investment Corporation - Q3 2023 | 4

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/ H

HAMP

Home Affordable Modification Program

HARP

Home Affordable Refinance Program

Home Re Entities

Unaffiliated special purpose insurers domiciled in Bermuda that participate in our aggregate XOL Transactions through the ILN market

Home Re Transactions

Excess-of-loss reinsurance transactions with the Home Re Entities

HOPA

Homeowners Protection Act

HUD

Housing and Urban Development

/ I

IBNR Reserves

Loss reserves established on loans we estimate are delinquent, but for which the delinquency has not been reported to us

IIF

Insurance in force, which for loans insured by us, is equal to the unpaid principal balance, as reported to us

ILN

Insurance-linked notes

/ L

LAE

Loss adjustment expenses, which include the costs of settling claims, including legal and other expenses and general expenses of administering the claims settlement process

Loan-to-value ("LTV") ratio

The ratio, expressed as a percentage, of the dollar amount of the first mortgage loan to the value of the property at the time the loan became insured and does not reflect subsequent housing price appreciation or depreciation. Subordinate mortgages may also be present

Long-term debt:

5.25% Notes

5.25% Senior Notes due on August 15, 2028, with interest payable semi-annually on February 15 and August 15 of each year

9% Debentures

9% Convertible Junior Subordinated Debentures due on April 1, 2063, with interest payable semi-annually on April 1 and October 1 of each year

Loss ratio

The ratio, expressed as a percentage, of net losses incurred to net premiums earned

Low down payment loans or mortgages

Loans with less than 20% down payments

LPMI

Lender-paid mortgage insurance

/ M

MBS

Mortgage-backed securities

MD&A

Management's discussion and analysis of financial condition and results of operations

MGIC

Mortgage Guaranty Insurance Corporation, a subsidiary of MGIC Investment Corporation

MAC

MGIC Assurance Corporation, a subsidiary of MGIC

Minimum Required Assets

The minimum amount of Available Assets that must be held under the PMIERs which is based on an insurer’s book of RIF and is calculated from tables of factors with several risk dimensions, reduced for credit given for risk ceded under reinsurance transactions, and subject to a floor of $400 million

MPP

Minimum Policyholder Position, as required under certain state requirements. The “policyholder position” of a mortgage insurer is its net worth or surplus, contingency reserve and a portion of the reserves for unearned premiums

/ N

N/A

Not applicable for the period presented

NAIC

The National Association of Insurance Commissioners

MGIC Investment Corporation - Q3 2023 | 5

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NIW

New Insurance Written, is the aggregate original principal amount of the mortgages that are insured during a period

N/M

Data, or calculation, deemed not meaningful for the period presented

NPL

Non-performing loan, which is a delinquent loan, at any stage in its delinquency

/ O

OCI

Office of the Commissioner of Insurance of the State of Wisconsin

/ P

PMI

Private Mortgage Insurance (as an industry or product type)

PMIERs

Private Mortgage Insurer Eligibility Requirements issued by each of Fannie Mae and Freddie Mac to set forth requirements that an approved insurer must meet and maintain to provide mortgage guaranty insurance on loans delivered to or acquired by Fannie Mae or Freddie Mac, as applicable

Premium Yield

The ratio of premium earned divided by the average IIF outstanding for the period measured

Premium Rate

The contractual rate charged for coverage under our insurance policies

Primary Insurance

Insurance that provides mortgage default protection on individual loans.

Profit Commission

Payments we receive from reinsurers under each of our quota share reinsurance transactions if the annual loss ratio is below levels specified in the quota share reinsurance transaction

/ Q

QSR Transaction

Quota share reinsurance transaction with a group of unaffiliated reinsurers

2015 QSR

Our QSR transaction that provided coverage on eligible NIW written prior to 2017

2019 QSR

Our QSR transaction that provided coverage on eligible NIW in 2019

2020 QSR

Our QSR transactions that provides coverage on eligible NIW in 2020

2021 QSR

Our QSR transactions that provides coverage on eligible NIW in 2021

2022 QSR

Our QSR transactions that provides coverage on eligible NIW in 2022

2023 QSR

Our QSR transactions that provides coverage on eligible NIW in 2023

Credit Union QSR

Our QSR transaction that provides coverage on eligible NIW from credit union institutions originated from April 1, 2020 through December 31, 2025

/ R

RESPA

Real Estate Settlement Procedures Act

RIF

Risk in force, which for an individual loan insured by us, is equal to the unpaid loan principal balance, as reported to us, multiplied by the insurance coverage percentage. RIF is sometimes referred to as exposure

Risk-to-capital

Under certain state regulations, the ratio of RIF, net of reinsurance and exposure on policies currently in default and for which loss reserves have been established, to the level of statutory capital

RMBS

Residential mortgage-backed securities

/ S

State Capital Requirements

Under certain state regulations, the minimum amount of statutory capital relative to risk in force (or similar measure)

/ T

TILA

Truth in Lending Act

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Traditional XOL Transaction

Excess-of-loss reinsurance transaction with a group of unaffiliated reinsurers

2022 Traditional XOL

Our XOL transaction that provides coverage on eligible NIW in 2022

2023 Traditional XOL

Our XOL transaction that provides coverage on eligible NIW in 2023

/ U

Underwriting expense ratio

The ratio, expressed as a percentage, of the other underwriting and operating expenses, net, and amortization of DAC of our combined insurance operations (which excludes underwriting and operating expenses of our non-insurance subsidiaries) to net premiums written

Underwriting profit

Net premiums earned minus losses incurred, net and other underwriting and operating expenses, net

USDA

U.S. Department of Agriculture

/ V

VA

U.S. Department of Veterans Affairs

VIE

Variable interest entity

/ X

XOL Transactions

Excess-of-loss reinsurance transactions executed through the Home Re Transactions and the Traditional XOL Transactions

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

MGIC INVESTMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands)									Note						September 30, 2023						December 31, 2022
															(Unaudited)
ASSETS
Investment portfolio:									7 / 8
Fixed income, available-for-sale, at fair value (amortized cost 2023 - $6,130,009; 2022 - $5,926,785)															$	5,581,537					$	5,409,698
Equity securities, at fair value (cost 2023 - $15,998; 2022 - $15,924)															13,949						14,140
Other invested assets, at cost															850						850
Total investment portfolio															5,596,336						5,424,688
Cash and cash equivalents															266,543						327,384
Restricted cash and cash equivalents															8,582						5,529
Accrued investment income															58,499						55,178
Reinsurance recoverable on loss reserves									4						40,934						28,240
Reinsurance recoverable on paid losses									4						265						18,081
Premiums receivable															57,606						58,000
Home office and equipment, net															39,379						41,419
Deferred insurance policy acquisition costs															15,905						19,062
Deferred income taxes, net															132,030						124,769
Other assets															115,600						111,443
Total assets															$	6,331,679					$	6,213,793
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Loss reserves									11						$	525,528					$	557,988
Unearned premiums															165,093						195,289
Senior notes									3						642,828						641,724
Convertible junior subordinated debentures									3						—						21,086
Other liabilities															143,525						154,966
Total liabilities															1,476,974						1,571,053
Contingencies									5
Shareholders’ equity:									12
Common stock (one dollar par value, shares authorized 1,000,000; shares issued 2023 - 371,353; 2022 - 371,353; shares outstanding 2023 - 279,475; 2022 - 293,433)															371,353						371,353
Paid-in capital															1,799,624						1,798,842
Treasury stock at cost (shares 2023 - 91,878; 2022 - 77,920)															(1,260,422)						(1,050,238)
Accumulated other comprehensive income (loss), net of tax															(496,895)						(481,511)
Retained earnings															4,441,045						4,004,294
Total shareholders’ equity															4,854,705						4,642,740
Total liabilities and shareholders’ equity															$	6,331,679					$	6,213,793

See accompanying notes to consolidated financial statements.

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MGIC INVESTMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
															Three Months Ended September 30,												Nine Months Ended September 30,
(In thousands, except per share data)									Note						2023						2022						2023						2022
Revenues:
Premiums written:
Direct															$	280,885					$	279,317					$	828,211					$	830,646
Assumed															3,770						2,205						9,538						6,291
Ceded									4						(50,164)						(39,215)						(141,842)						(107,644)
Net premiums written															234,491						242,307						695,907						729,293
Decrease in unearned premiums, net															6,786						9,804						30,196						33,755
Net premiums earned															241,277						252,111						726,103						763,048
Investment income, net of expenses															55,375						42,549						156,938						121,116
Net gains (losses) on investments and other financial instruments									7/8						(695)						(3,258)						(13,380)						(8,776)
Other revenue															548						1,397						1,484						5,143
Total revenues															296,505						292,799						871,145						880,531
Losses and expenses:
Losses incurred, net									11						(77)						(105,054)						(11,322)						(223,426)
Amortization of deferred policy acquisition costs															2,802						3,179						7,889						8,901
Other underwriting and operating expenses, net															50,130						58,475						174,191						166,656
Loss on debt extinguishment															—						11,632						—						40,130
Interest expense															9,254						10,300						28,005						38,673
Total losses and expenses															62,109						(21,468)						198,763						30,934
Income before tax															234,396						314,267						672,382						849,597
Provision for income tax															51,552						64,642						143,937						175,691
Net income															$	182,844					$	249,625					$	528,445					$	673,906
Earnings per share:
Basic									6						$	0.65					$	0.82					$	1.85					$	2.18
Diluted									6						$	0.64					$	0.81					$	1.83					$	2.15
Weighted average common shares outstanding - basic									6						281,757						302,622						286,184						309,097
Weighted average common shares outstanding - diluted									6						285,600						307,194						289,924						315,029

See accompanying notes to consolidated financial statements.

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MGIC INVESTMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
												Three Months Ended September 30,												Nine Months Ended September 30,
(In thousands)						Note						2023						2022						2023						2022
Net income												$	182,844					$	249,625					$	528,445					$	673,906
Other comprehensive income (loss), net of tax:						9
Change in unrealized investment gains and losses						7						(75,221)						(153,615)						(24,796)						(599,933)
Benefit plan adjustments												3,213						(16,172)						9,412						(15,289)
Other comprehensive income (loss), net of tax												(72,008)						(169,787)						(15,384)						(615,222)
Comprehensive income (loss)												$	110,836					$	79,838					$	513,061					$	58,684

See accompanying notes to consolidated financial statements.

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MGIC INVESTMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Unaudited)
												Three Months Ended September 30,												Nine Months Ended September 30,
(In thousands)						Note						2023						2022						2023						2022
Common stock
Balance, beginning and end of period												$	371,353					$	371,353					$	371,353					$	371,353
Paid-in capital
Balance, beginning of period												1,799,444						1,791,380						1,798,842						1,794,906
Reissuance of treasury stock, net under share-based compensation plans												(80)						(2,670)						(16,992)						(20,537)
Conversion of 9% Debentures, net of tax						12						(5,315)						—						(5,315)						—
Equity compensation												5,575						3,333						23,089						17,674
Balance, end of period												1,799,624						1,792,043						1,799,624						1,792,043
Treasury stock
Balance, beginning of period												(1,192,783)						(887,959)						(1,050,238)						(675,265)
Reissuance of treasury stock, net under share-based compensation plans												33						1,400						9,746						10,579
Repurchase of common stock						12						(67,672)						(84,311)						(219,930)						(306,184)
Balance, end of period												(1,260,422)						(970,870)						(1,260,422)						(970,870)
Accumulated other comprehensive income (loss)
Balance, beginning of period												(424,887)						(325,738)						(481,511)						119,697
Other comprehensive income (loss), net of tax						9						(72,008)						(169,787)						(15,384)						(615,222)
Balance, end of period												(496,895)						(495,525)						(496,895)						(495,525)
Retained earnings
Balance, beginning of period												4,291,135						3,623,983						4,004,294						3,250,691
Net income												182,844						249,625						528,445						673,906
Cash dividends						12						(32,934)						(30,548)						(91,694)						(81,537)
Balance, end of period												4,441,045						3,843,060						4,441,045						3,843,060
Total shareholders’ equity												$	4,854,705					$	4,540,061					$	4,854,705					$	4,540,061

See accompanying notes to consolidated financial statements.

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MGIC INVESTMENT CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
						Nine Months Ended September 30,
(In thousands)						2023						2022
Cash flows from operating activities:
Net income						$	528,445					$	673,906
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization						29,004						42,826
Deferred tax expense (benefit)						(3,172)						1,900
Equity compensation						23,089						17,674
Loss on debt extinguishment						—						40,130
Net (gains) losses on investments and other financial instruments						13,380						8,776
Change in certain assets and liabilities:
Accrued investment income						(3,321)						(965)
Reinsurance recoverable on loss reserves						(12,694)						20,521
Reinsurance recoverable on paid losses						17,816						36,061
Premium receivable						394						(1,114)
Deferred insurance policy acquisition costs						3,157						1,696
Profit commission receivable						10,337						(1,497)
Loss reserves						(32,460)						(280,152)
Unearned premiums						(30,196)						(33,755)
Return premium accrual						(5,900)						(9,200)
Current income taxes						(2,130)						3,140
Other, net						(9,033)						(36,154)
Net cash provided by (used in) operating activities						526,716						483,793
Cash flows from investing activities:
Purchases of investments						(1,220,219)						(544,224)
Proceeds from sales of investments						294,202						391,394
Proceeds from maturity of fixed income securities						686,552						536,194
Proceeds from sale of equipment						166						—
Additions to property and equipment						(1,455)						(2,402)
Net cash provided by (used in) investing activities						(240,754)						380,962
Cash flows from financing activities:
Conversion/purchase of 9% convertible junior debentures						(28,637)						(88,908)
Redemption of 5.75% senior notes						—						(242,296)
Repayment of FHLB Advance						—						(155,000)
Cash portion of loss on debt extinguishment						—						(39,445)
Repurchase of common stock						(216,693)						(303,060)
Dividends paid						(91,174)						(81,288)
Payment of withholding taxes related to share-based compensation net share settlement						(7,246)						(9,958)
Net cash provided by (used in) financing activities						(343,750)						(919,955)
Net increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents						(57,788)						(55,200)
Cash and cash equivalents and restricted cash and cash equivalents at beginning of period						332,913						304,958
Cash and cash equivalents and restricted cash and cash equivalents at end of period						$	275,125					$	249,758

See accompanying notes to consolidated financial statements.

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MGIC INVESTMENT CORPORATION AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

September 30, 2023

(Unaudited)

Note 1. Nature of Business and Basis of Presentation

MGIC Investment Corporation is a holding company which, through Mortgage Guaranty Insurance Corporation (“MGIC”), is principally engaged in the mortgage insurance business. We provide mortgage insurance to lenders throughout the United States and to government sponsored entities to protect against loss from defaults on low down payment residential mortgage loans. MGIC Assurance Corporation (“MAC”) and MGIC Indemnity Corporation (“MIC”), insurance subsidiaries of MGIC, provide insurance for certain mortgages under Fannie Mae and Freddie Mac (the “GSEs”) credit risk transfer programs.

The accompanying unaudited consolidated financial statements of MGIC Investment Corporation and its wholly-owned subsidiaries have been prepared in accordance with the instructions to Form 10-Q as prescribed by the Securities and Exchange Commission (“SEC”) for interim reporting and do not include all of the other information and disclosures required by accounting principles generally accepted in the United States of America (“GAAP”). These statements should be read in conjunction with the consolidated financial statements and notes thereto for the year ended December 31, 2022 included in our 2022 Annual Report on Form 10-K. As used below, “we,” “our” and “us” refer to MGIC Investment Corporation’s consolidated operations or to MGIC Investment Corporation, as the context requires.

In the opinion of management, the accompanying financial statements include all adjustments, consisting primarily of normal recurring accruals, necessary to fairly state our consolidated financial position and consolidated results of operations for the periods indicated. The consolidated results of operations for an interim period are not necessarily indicative of the results that may be expected for the year ending December 31, 2023.

The substantial majority of our NIW has been for loans purchased by the GSEs. The current private mortgage insurer eligibility requirements ("PMIERs") of the GSEs include financial requirements, as well as business, quality control and certain transactional approval requirements. The financial requirements of the PMIERs require a mortgage insurer’s "Available Assets" (generally only the most liquid assets of an insurer) to equal or exceed its "Minimum Required Assets" (which are based on an insurer's book of risk in force, calculated from tables of factors with several risk dimensions). Based on our application of the PMIERs, as of September 30, 2023, MGIC’s Available Assets are in excess of its Minimum Required Assets; and MGIC is in compliance with the PMIERs and eligible to insure loans purchased by the GSEs.

Subsequent events

We have considered subsequent events through the date of this filing.

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Note 2. Significant Accounting Policies

Recent accounting and reporting developments

Accounting standards and laws and regulations effective in 2023, or early adopted, and relevant to our financial statements are described below:

Reference Rate Reform: ASU 2022-06

In March 2020, the FASB issued ASU 2020-04 to provide temporary optional guidance to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform. It provided optional expedients and exceptions for applying generally accepted accounting principles to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. In December 2022, the FASB issued ASU 2022-06, extending the election and application from March 12, 2020 through December 31, 2024 (originally December 31, 2022). Future elections of this standard will ease, if warranted, the requirements for accounting for the future effects of reference rate reform. We have evaluated the impact the discontinuance of LIBOR will have on our consolidated financial statements and have determined it will not have a material impact.

Inflation Reduction Act

On August 16, 2022, the Inflation Reduction Act (the “IRA”) was enacted and signed into law in the United States. The IRA includes provisions for a 15% corporate minimum tax and a 1% excise tax on net stock repurchases. Both of these taxes are effective in 2023. We do not expect these tax provisions to have a material impact on our consolidated financial results, including our annual estimated effective tax rate. The amount of the excise tax on the repurchase of corporate stock was immaterial for the nine months ended September 30, 2023.

Note 3. Debt

Debt obligations

The aggregate carrying values of our long-term debt obligations and their par values, if different, as of September 30, 2023 and December 31, 2022 are presented in table 3.1 below.

Long-term debt obligations
Table			3.1
(In thousands)									September 30, 2023						December 31, 2022
5.25% Notes, due August 2028 (par value: $650 million)									$	642,828					$	641,724
9% Debentures, due April 2063									—						21,086
Long-term debt, carrying value									$	642,828					$	662,810

The 5.25% Senior Notes (5.25% Notes) is an obligation of our holding company, MGIC Investment Corporation.

2023 Transactions

In the third quarter of 2023, under the terms of our 9% Convertible Junior Subordinated Debentures (“9% Debentures”), we exercised our option to redeem the outstanding principal of $21.1 million. The 9% Debentures were convertible into shares of MGIC common stock at a rate of 77.9620 shares per $1,000 principal amount. Prior to the redemption date, substantially all holders elected to convert into shares of common stock. Under the terms of the 9% Debentures, we paid cash of $28.6 million in lieu of issuing shares of common stock. The conversion of our 9% Debentures resulted in a $5.3 million reduction in our shareholders’ equity, net of tax and a reduction of 1.6 million potentially dilutive shares.

See Note 7 - “Debt” in our Annual Report on Form 10-K for the year ended December 31, 2022 for additional information pertaining to our debt obligations, including the conversion feature on the 9% Debentures. As of September 30, 2023 we are in compliance with our debt covenants.

Interest payments

Interest payments for the nine months ended September 30, 2023 and 2022 were $35.1 million and $52.7 million, respectively.

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Note 4. Reinsurance

We have in place reinsurance agreements executed under quota share reinsurance (“QSR”) transactions and excess-of-loss (“XOL”) transactions as discussed below. The effect of all of our reinsurance transactions on our consolidated statement of operations is shown in table 4.1 below.

Reinsurance
Table			4.1
									Three Months Ended September 30,												Nine Months Ended September 30,
(In thousands)									2023						2022						2023						2022
Premiums earned:
Direct									$	287,640					$	289,072					$	858,310					$	864,191
Assumed									3,801						2,254						9,635						6,501
Ceded - quota share reinsurance (1)									(32,693)						(19,348)						(90,012)						(56,721)
Ceded - excess-of-loss reinsurance									(17,471)						(19,867)						(51,830)						(50,923)
Total ceded									(50,164)						(39,215)						(141,842)						(107,644)
Net premiums earned									$	241,277					$	252,111					$	726,103					$	763,048
Losses incurred:
Direct									$	6,627					$	(112,435)					$	2,044					$	(242,861)
Assumed									20						21						(7)						(340)
Ceded - quota share reinsurance									(6,724)						7,360						(13,359)						19,775
Losses incurred, net									$	(77)					$	(105,054)					$	(11,322)					$	(223,426)
Other Reinsurance Impacts:
Profit commission on quota share reinsurance (1)									$	30,698					$	47,255					$	97,218					$	135,049
Ceding commission on quota share reinsurance									12,678						13,321						37,446						38,355

(1)Ceded premiums earned are shown net of profit commission.

Quota share reinsurance

We have entered into QSR Transactions with panels of third-party reinsurers to cede a fixed quota share percentage of premiums earned and received and losses incurred on insurance covered by the transactions. We receive the benefit of a ceding commission equal to 20% of premiums ceded before profit commission. We also receive the benefit of a profit commission through a reduction of premiums we cede. The profit commission varies inversely with the level of losses on a “dollar for dollar” basis and can be eliminated at annual loss ratios higher than we have experienced on our QSR Transactions.

Each of our QSR Transactions typically have annual loss ratio caps of 300% and lifetime loss ratios of 200%.

Table 4.2 below provides additional detail regarding our QSR Transactions.

Quota Share Reinsurance
Table			4.2
Quota Share Contract									Covered Policy Years						Quota Share %						Annual Loss Ratio to Exhaust Profit Commission (1)						Contractual Termination Date
2020 QSR									2020						12.5		%				62.0		%				December 31, 2031
2020 QSR and 2021 QSR									2020						17.5		%				62.0		%				December 31, 2032
2020 QSR and 2021 QSR									2021						17.5		%				61.9		%				December 31, 2032
2021 QSR and 2022 QSR									2021						12.5		%				57.5		%				December 31, 2032
2021 QSR and 2022 QSR									2022						15.0		%				57.5		%				December 31, 2033
2022 QSR and 2023 QSR									2022						15.0		%				62.0		%				December 31, 2033
2022 QSR and 2023 QSR									2023						15.0		%				62.0		%				December 31, 2034
2023 QSR									2023						10.0		%				58.5		%				December 31, 2034
Credit Union QSR									2020-2025						65.0		%				50.0		%				December 31, 2039

(1) We will receive a profit commission provided the annual loss ratio on policies covered under the transaction remains below this ratio.

We can elect to terminate the QSR Transactions under specified scenarios without penalty upon prior written notice, including if we will receive less than 90% (80% for the Credit Union QSR Transaction) of the full credit amount under the PMIERs, full financial statement credit or full credit under applicable regulatory capital requirements for the risk ceded in any required calculation period.

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Table 4.3 provides additional details regarding optional termination dates and optional reductions to our quota share percentage which can, in each case, be elected by us for a fee. Under the optional reduction to the quota share percentage, we may reduce our quota share percentage from the original percentage shown in table 4.2 to the percentage shown in table 4.3.

Quota Share Reinsurance

Table

4.3

Quota Share Contract

Covered Policy Years

Optional Termination Date (1)

Optional Quota Share % Reduction Date (2)

Optional Reduced Quota Share %

2020 QSR

2020

December 31, 2023

January 1, 2024

10.5% or 8%

2020 QSR and 2021 QSR

2020

December 31, 2023

January 1, 2024

14.5% or 12%

2020 QSR and 2021 QSR

2021

December 31, 2023

January 1, 2024

14.5% or 12%

2021 QSR and 2022 QSR

2021

December 31, 2023

January 1, 2024

10.5% or 8%

2021 QSR and 2022 QSR

2022

December 31, 2024

January 1, 2024

12.5% or 10%

2022 QSR and 2023 QSR

2022

December 31, 2024

January 1, 2024

12.5% or 10%

2022 QSR and 2023 QSR

2023

December 31, 2025

July 1, 2024

12.5% or 10%

2023 QSR

2023

December 31, 2025

July 1, 2024

8% or 7%

(1) We can elect early termination of the QSR Transaction beginning on this date, and semi-annually thereafter.

(2) We can elect to reduce the quota share percentage beginning on this date, and semi-annually thereafter.

We have elected to terminate our 2020 QSR Transaction effective December 31, 2023 and will incur an early termination fee in the fourth quarter of approximately $5 million.

We agreed to terms on a 30% QSR Transaction with a group of unaffiliated reinsurers covering most of our new insurance written in 2024.

Under the terms of our QSR Transactions, ceded premiums earned, ceding commissions, profit commission, and ceded paid loss and LAE are settled net on a quarterly basis. The ceded premiums earned due, after deducting the related ceding commission and profit commission, is reported within Other liabilities on the consolidated balance sheets.

The reinsurance recoverable on loss reserves related to our QSR Transactions was $40.9 million as of September 30, 2023 and $28.2 million as of December 31, 2022. The reinsurance recoverable balance is secured by funds on deposit from reinsurers (which does not include letters of credit), the minimum amount of which is based on the greater of 1) a reinsurer's funding requirements under PMIERs or 2) ceded reserves and unpaid losses. Each of the reinsurers under our QSR Transactions described above has an insurer financial strength rating of A- or better (or a comparable rating) by Standard and Poor's Rating Services, A.M. Best, Moody's, or a combination of the three.

Excess of loss reinsurance

We have XOL Transactions with a panel of unaffiliated reinsurers executed through the traditional reinsurance market (“Traditional XOL Transactions”) and with unaffiliated special purpose insurers (“Home Re Transactions”).

We have entered into Traditional XOL Transactions with panels of third-party reinsurers. For the covered policies, we retain the first layer of the aggregate losses paid, and the reinsurers will then provide second layer coverage up to the outstanding reinsurance coverage amount. We retain losses paid in excess of the outstanding reinsurance coverage amount. The reinsurance coverage is subject to adjustment based on the risk characteristics of the covered loans until the initial excess of loss reinsurance coverage layer has been finalized.

We can elect to terminate our Traditional XOL Transactions under specified scenarios without penalty upon prior written notice, including if we will receive less than the full credit amount under the PMIERs, full financial statement credit or full credit under applicable regulatory capital requirements for the risk ceded in any required calculation period. The reinsurance premiums ceded to the Traditional XOL Transactions are based off the remaining reinsurance coverage levels. The reinsured coverage levels are secured by funds on deposit from reinsurers (which does not include letters of credit), the minimum amount of which is based on the greater of 1) a reinsurer's funding requirements under PMIERs or 2) ceded reserves and unpaid losses. Each of the reinsurers under our Traditional XOL Transactions has an insurer financial strength rating of A- or better (or a comparable rating) by Standard and Poor’s Rating Services, A.M. Best, Moody’s, or a combination of the three.

The Home Re Transactions are executed with unaffiliated special purpose insurers (“Home Re Entities”). For the reinsurance coverage periods, we retain the first layer of the respective aggregate losses paid, and a Home Re Entity will then provide second layer coverage up to the outstanding reinsurance coverage amount. We retain losses paid in excess of the outstanding reinsurance coverage amount. Subject to certain conditions, the reinsurance coverage decreases as the underlying covered mortgages amortize or are repaid, or mortgage insurance losses are paid.

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The Home Re Entities financed the collateral for the coverages by issuing mortgage insurance-linked notes (“ILNs”) to unaffiliated investors in an aggregate amount equal to the initial reinsurance coverage amounts. Each ILN is non-recourse to any assets of MGIC or affiliates. The proceeds of the ILNs, which were deposited into reinsurance trusts for the benefit of MGIC, will be the source of reinsurance claim payments to MGIC and principal repayments on the ILNs.

Payment of principal on the related insurance-linked notes will be suspended and the reinsurance coverage available to MGIC under the transactions will not be reduced by such principal payments until a target level of credit enhancement is obtained or if certain thresholds or “Trigger Events” are reached, as defined in the related insurance-linked notes transaction agreement. As of September 30, 2023, a "Trigger Event" has occurred on our Home Re 2019-1 ILN transaction because the reinsured principal balance of loans that were reported 60 or more days delinquent exceeded a percentage of the total reinsured principal balance of loans specified under each transaction.

In October 2023, Home Re 2019-1 Ltd., Home Re 2021-1 Ltd., and Home Re 2021-2 Ltd conducted tender offers for certain tranches of the mortgage insurance-linked notes that supported the reinsurance agreements with MGIC. The tender offer resulted in the reduction in the insurance-linked notes of $187.1 million for the Home Re 2019-1 Ltd, $91.1 million for the Home Re 2021-1 Ltd., and $106.7 million for the Home Re 2021-2 Ltd. The reinsurance coverage corresponding to the tendered notes was terminated. MGIC will incur approximately $8 million of additional ceded premium in the fourth quarter associated with the cost of the tender premiums and associated expenses.

Also in October, 2023, MGIC entered into a $330.2 million excess-of-loss reinsurance agreement (executed through an insurance linked note transaction) that covers policies with inforce dates from June 1, 2022 through August 31, 2023.

Table 4.4a provides a summary of our XOL Transactions as of September 30, 2023.

Excess of Loss Reinsurance

Table 4.4a

($ in thousands)

Issue Date

Policy In force Dates

Optional Call Date (1)

Legal Maturity

Initial First Layer Retention

Initial Excess of Loss Reinsurance Coverage

2023 Traditional XOL (2)

April 1, 2023

January 1, 2023 - December 29, 2023

January 1, 2031

10 years

TBD

TBD

2022 Traditional XOL

April 1, 2022

January 1, 2022 - December 30, 2022

January 1, 2030

10 years

$82,523

$142,642

Home Re 2022-1, Ltd.

April 26, 2022

May 29, 2021 - December 31, 2021

April 25, 2028

12.5 years

325,589

473,575

Home Re 2021-2, Ltd.

August 3, 2021

January 1, 2021 - May 28, 2021

July 25, 2028

12.5 years

190,159

398,429

Home Re 2021-1, Ltd.

February 2, 2021

August 1, 2020 - December 31, 2020

January 25, 2028

12.5 years

211,159

398,848

Home Re 2020-1, Ltd.

October 29, 2020

January 1, 2020 - July 31, 2020

October 25, 2027

10 years

275,283

412,917

Home Re 2019-1, Ltd.

May 25, 2019

January 1, 2018 - March 31, 2019

May 25, 2026

10 years

185,730

315,739

Home Re 2018-1, Ltd.

October 30, 2018

July 1, 2016 - December 31, 2017

October 25, 2025

10 years

168,691

318,636

(1) We have the right to terminate the Home Re Transactions under certain circumstances, including an optional call feature that provides us the right to terminate if the outstanding principal balance of the related insurance-linked notes falls below 10% of the initial principal balance of the related insurance-linked notes, and on any payment date on or after the respective Optional Call Date. We can elect early termination of the Traditional XOL Transactions beginning on this date, and quarterly thereafter.

(2) The 2023 Traditional XOL Transaction provides up to $116 million of reinsurance coverage on eligible NIW in 2023.

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Table 4.4b provides a summary of the remaining first layer retention and remaining excess of loss reinsurance coverage on our XOL Transactions as of September 30, 2023 and December 31, 2022.

Table 4.4b						Remaining First Layer Retention												Remaining Excess of Loss Reinsurance Coverage
($ in thousands)						September 30, 2023						December 31, 2022						September 30, 2023						December 31, 2022
2022 Traditional XOL						$	82,463					$	82,517					$	142,642					$	142,642
Home Re 2022-1, Ltd.						325,104						325,576						445,461						473,575
Home Re 2021-2, Ltd.						189,610						190,097						281,919						352,084
Home Re 2021-1, Ltd.						210,858						211,102						209,311						277,053
Home Re 2020-1, Ltd.						274,968						275,051						53,023						113,247
Home Re 2019-1, Ltd.						182,791						183,540						208,146						208,146
Home Re 2018-1, Ltd.						164,385						164,849						84,819						140,993

The reinsurance premiums ceded to each Home Re Entity are composed of coverage, initial expense and supplemental premiums. The coverage premiums are generally calculated as the difference between the amount of interest payable by the Home Re Entity on the remaining reinsurance coverage levels, and the investment income collected on the collateral assets held in a reinsurance trust account used to collateralize the Home Re Entity’s reinsurance obligation to MGIC. The amount of monthly reinsurance coverage premium ceded on the Home Re Transactions will fluctuate due to changes in the reference rate and changes in money market rates that affect investment income collected on the assets in the reinsurance trust. The Home Re 2021-2 and Home Re 2022-1 Transactions reference SOFR. The remaining Home Re Transactions referenced one-month LIBOR, and transitioned to SOFR when the one-month LIBOR rate was no longer published. As a result, we concluded that each Home Re Transaction contains an embedded derivative that is accounted for separately as a freestanding derivative. The fair values of the derivatives at September 30, 2023 and December 31, 2022, were not material to our consolidated balance sheet and the changes in fair value during the three and nine months ended September 30, 2023 and September 30, 2022 were not material to our consolidated statements of operations. (See Note 7 - “Investments” and Note 8 - “Fair Value Measurements”.)

At the time the Home Re Transactions were entered into, we concluded that each Home Re Entity is a variable interest entity (“VIE”). A VIE is a legal entity that does not have sufficient equity at risk to finance its activities without additional subordinated financial support or is structured such that equity investors lack the ability to make sufficient decisions relating to the entity’s operations through voting rights or do not substantively participate in gains and losses of the entity. Given that MGIC (1) does not have the unilateral power to direct the activities that most significantly affect each Home Re Entity’s economic performance and (2) does not have the obligation to absorb losses or the right to receive benefits of each Home Re Entity that could be significant to the Home Re Entity, consolidation of the Home Re Entities is not required.

We are required to disclose our maximum exposure to loss, which we consider to be an amount that we could be required to record in our statements of operations, as a result of our involvement with the VIEs under our Home Re Transactions. As of September 30, 2023, and December 31, 2022, we did not have material exposure to the VIEs as we have no investment in the VIEs and had no reinsurance claim payments due from the VIEs under our reinsurance transactions. We are unable to determine the timing or extent of claims from losses that are ceded under the reinsurance transactions. The VIE assets are deposited in reinsurance trusts for the benefit of MGIC that will be the source of reinsurance claim payments to MGIC. The purpose of the reinsurance trusts is to provide security to MGIC for the obligations of the VIEs under the reinsurance transactions. The trustee of the reinsurance trusts, a recognized provider of corporate trust services, has established segregated accounts within the reinsurance trusts for the benefit of MGIC, pursuant to the trust agreements. The trust agreements are governed by, and construed in accordance with, the laws of the State of New York. If the trustee of the reinsurance trusts failed to distribute claim payments to us as provided in the reinsurance trusts, we would incur a loss related to our losses ceded under the reinsurance transactions and deemed unrecoverable. We are also unable to determine the impact such possible failure by the trustee to perform pursuant to the reinsurance trust agreements may have on our consolidated financial statements. As a result, we are unable to quantify our maximum exposure to loss related to our involvement with the VIEs. MGIC has certain termination rights under the reinsurance transactions should its claims not be paid. We consider our exposure to loss from our reinsurance transactions with the VIEs to be remote.

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Table 4.5 presents the total assets of the Home Re Entities as of September 30, 2023 and December 31, 2022.

Home Re total assets
Table			4.5
(In thousands)									Total VIE Assets
Home Re Entity									September 30, 2023						December 31, 2022
Home Re 2022-1 Ltd.									$	454,943					$	473,575
Home Re 2021-2 Ltd.									282,328						357,340
Home Re 2021-1 Ltd.									209,384						285,039
Home Re 2020-1 Ltd.									58,371						119,159
Home Re 2019-1 Ltd.									208,146						208,146
Home Re 2018-1 Ltd.									89,405						146,822

The reinsurance trust agreements provide that the trust assets may generally only be invested in certain money market funds that (i) invest at least 99.5% of their total assets in cash or direct U.S. federal government obligations, such as U.S. Treasury bills, as well as other short-term securities backed by the full faith and credit of the U.S. federal government or issued by an agency of the U.S. federal government, (ii) have a principal stability fund rating of “AAAm” by S&P or a money market fund rating of “Aaamf” by Moody’s as of the Closing Date and thereafter maintain any rating with either S&P or Moody’s, and (iii) are permitted investments under the applicable credit for reinsurance laws and applicable PMIERs credit for reinsurance requirements.

The total calculated PMIERs credit for risk ceded under our XOL Transactions are generally based on the PMIERs requirement of the covered policies and the attachment and detachment points of the coverage, all of which fluctuate over time. (See Note 1 - “Nature of Business and Basis of Presentation”.)

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Note 5. Litigation and Contingencies

Before paying an insurance claim, generally we review the loan and servicing files to determine the appropriateness of the claim amount. When reviewing the files, we may determine that we have the right to rescind coverage or deny a claim on the loan (both referred to herein as “rescissions”). In addition, our insurance policies generally provide that we can reduce a claim if the servicer did not comply with its obligations under our insurance policy (such reduction referred to as a “curtailment”).

When the insured disputes our right to rescind coverage or curtail claims, we generally engage in discussions in an attempt to settle the dispute. If we are unable to reach a settlement, the outcome of a dispute ultimately may be determined by legal proceedings. Under ASC 450-20, until a loss associated with settlement discussions or legal proceedings becomes probable and can be reasonably estimated, we do not accrue an estimated loss. When we determine that a loss is probable and can be reasonably estimated, we record our best estimate of our probable loss. In those cases, until settlement negotiations or legal proceedings are concluded (including the receipt of any necessary GSE approvals), it is possible that we will record an additional loss.

From time to time, we are involved in disputes and legal proceedings in the ordinary course of business. In our opinion, based on the facts known at this time, the ultimate resolution of these ordinary course disputes and legal proceedings will not have a material adverse effect on our financial position or results of operations.

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Note 6. Earnings per Share

Basic earnings per share (“EPS”) is calculated by dividing net income by the weighted average number of shares of common stock outstanding. For purposes of calculating basic EPS, vested restricted stock and restricted stock units (“RSUs”) are considered outstanding. Diluted EPS includes the components of basic EPS and also gives effect to dilutive common stock equivalents. The determination of whether components are dilutive is calculated independently for each period. We calculate diluted EPS using the treasury stock method and if-converted method. Under the treasury stock method, diluted EPS reflects the potential dilution that could occur if unvested RSUs result in the issuance of common stock. Under the if-converted method, diluted EPS reflects the potential dilution that could occur if our 9% Debentures result in the issuance of common stock. The determination of potentially issuable shares does not consider the satisfaction of the conversion requirements and the shares are included in the determination of diluted EPS as of the beginning of the period, if dilutive. In the third quarter of 2023, under the terms of our 9% Debentures, we exercised our option to redeem the outstanding principal. (See Note 3 - “Debt”.)

Table 6.1 reconciles the numerators and denominators used to calculate basic and diluted EPS.

Earnings per share
Table			6.1
									Three Months Ended September 30,												Nine Months Ended September 30,
(In thousands, except per share data)									2023						2022						2023						2022
Basic earnings per share:
Net income									$	182,844					$	249,625					$	528,445					$	673,906
Weighted average common shares outstanding - basic									281,757						302,622						286,184						309,097
Basic earnings per share									$	0.65					$	0.82					$	1.85					$	2.18
Diluted earnings per share:
Net income									$	182,844					$	249,625					$	528,445					$	673,906
Interest expense, net of tax (1):
9% Debentures									276						620						1,025						2,851
Diluted income available to common shareholders									$	183,120					$	250,245					$	529,470					$	676,757
Weighted average common shares outstanding - basic									281,757						302,622						286,184						309,097
Effect of dilutive securities:
Unvested RSUs									2,624						1,902						2,239						1,848
9% Debentures									1,219						2,670						1,501						4,084
Weighted average common shares outstanding - diluted									285,600						307,194						289,924						315,029
Diluted earnings per share									$	0.64					$	0.81					$	1.83					$	2.15

(1) Interest expense has been tax effected at a rate of 21%.

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Note 7. Investments

Fixed income securities

Our fixed income securities classified as available-for-sale at September 30, 2023 and December 31, 2022 are shown in tables 7.1a and 7.1b below.

Details of fixed income securities by category as of September 30, 2023
Table			7.1a
(In thousands)									Amortized Cost												Gross Unrealized Gains						Gross Unrealized (Losses)						Fair Value
U.S. Treasury securities and obligations of U.S. government corporations and agencies									$	220,592											$	7					$	(9,765)					$	210,834
Obligations of U.S. states and political subdivisions									2,178,573												1,234						(274,157)						1,905,650
Corporate debt securities									2,564,817												498						(200,650)						2,364,665
ABS									172,262												9						(5,051)						167,220
RMBS									307,402												7						(34,727)						272,682
CMBS									297,091												65						(22,836)						274,320
CLOs									333,974												9						(2,256)						331,727
Foreign government debt									4,486												—						(859)						3,627
Commercial paper									50,812												—						—						50,812
Total fixed income securities (1)									$	6,130,009											$	1,829					$	(550,301)					$	5,581,537

Details of fixed income securities by category as of December 31, 2022
Table			7.1b
(In thousands)									Amortized Cost												Gross Unrealized Gains						Gross Unrealized (Losses)						Fair Value
U.S. Treasury securities and obligations of U.S. government corporations and agencies									$	145,581											$	2					$	(9,683)					$	135,900
Obligations of U.S. states and political subdivisions									2,400,261												4,866						(256,073)						2,149,054
Corporate debt securities									2,416,475												1,043						(196,377)						2,221,141
ABS									126,723												5						(6,041)						120,687
RMBS									223,743												10						(25,744)						198,009
CMBS									257,785												22						(20,591)						237,216
CLOs									337,656												5						(7,829)						329,832
Foreign government debt									4,486												—						(699)						3,787
Commercial paper									14,075												—						(3)						14,072
Total fixed income securities (1)									$	5,926,785											$	5,953					$	(523,040)					$	5,409,698

(1)Includes Short-Term Fixed Income Securities of $177.4 million and $67.0 million at September 30, 2023 and December 31, 2022, respectively.

We had $11.5 million and $11.8 million of investments at fair value on deposit with various states as of September 30, 2023 and December 31, 2022, respectively, due to regulatory requirements of those state insurance departments.

In connection with our insurance and reinsurance activities within MAC and MIC, insurance subsidiaries of MGIC, we are required to maintain assets in trusts for the benefit of contractual counterparties, which had investments at fair value of $143.8 million and $128.4 million at September 30, 2023 and December 31, 2022, respectively.

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The amortized cost and fair values of fixed income securities at September 30, 2023, by contractual maturity, are shown in table 7.2 below. Actual maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Because most mortgage and asset-backed securities provide for periodic payments throughout their lives, they are listed in separate categories.

Fixed income securities maturity schedule
Table			7.2
									September 30, 2023
(In thousands)									Amortized cost						Fair Value
Due in one year or less									$	667,446					$	659,512
Due after one year through five years									1,543,417						1,458,444
Due after five years through ten years									1,805,365						1,617,227
Due after ten years									1,003,052						800,405
									5,019,280						4,535,588
ABS									172,262						167,220
RMBS									307,402						272,682
CMBS									297,091						274,320
CLOs									333,974						331,727
Total									$	6,130,009					$	5,581,537

Equity securities

The cost and fair value of investments in equity securities at September 30, 2023 and December 31, 2022 are shown in tables 7.3a and 7.3b below.

Details of equity security investments as of September 30, 2023
Table			7.3a
(In thousands)									Cost						Gross Gains						Gross Losses						Fair Value
Equity securities									$	15,998					$	—					$	(2,049)					$	13,949

Details of equity security investments as of December 31, 2022
Table			7.3b
(In thousands)									Cost						Gross Gains						Gross Losses						Fair Value
Equity securities									$	15,924					$	—					$	(1,784)					$	14,140

Net gains (losses) on investments and other financial instruments

The net gains (losses) on investments and other financial instruments and the proceeds from the sale of fixed income securities classified as available-for-sale and equity securities are shown in table 7.4 below.

Details of net gains (losses) on investments and other financial instruments
Table			7.4			Three Months Ended September 30,												Nine Months Ended September 30,
(in thousands)						2023						2022						2023						2022
Fixed income securities
Gains on sales						2,581						1,667						2,747						6,788
Losses on sales						(2,814)						(7,040)						(13,362)						(12,790)
Impairments						—						(1,415)						—						(1,415)
Equity securities gains (losses)
Market adjustment						(462)						(617)						(266)						(2,351)
Change in embedded derivative on Home Re Transactions						(7)						4,199						(2,486)						983
Other
Gains (losses) on sales						(4)						(66)						(4)						(18)
Market adjustment						11						14						(9)						27
Net gains (losses) on investments and other financial instruments						(695)						(3,258)						(13,380)						(8,776)
Proceeds from sales of fixed income securities						24,434						125,186						293,392						388,740

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Other invested assets

Our other invested assets balance includes an investment in FHLB stock that is carried at cost, which due to its nature approximates fair value. Ownership of FHLB stock provides access to a secured lending facility, subject to certain conditions, which includes requirements to post collateral and to maintain a minimum investment in FHLB stock.

Unrealized investment losses

Tables 7.5a and 7.5b below summarize, for all available-for-sale investments in an unrealized loss position at September 30, 2023 and December 31, 2022, the aggregate fair value and gross unrealized loss by the length of time those securities have been continuously in an unrealized loss position. The fair value amounts reported in tables 7.5a and 7.5b are estimated using the process described in Note 8 - “Fair Value Measurements” to these consolidated financial statements and in Note 3 - “Significant Accounting Policies” to the consolidated financial statements in our 2022 Annual Report on Form 10-K.

Unrealized loss aging for securities by type and length of time as of September 30, 2023
Table			7.5a
									Less Than 12 Months												12 Months or Greater												Total
(In thousands)									Fair Value						Unrealized Losses						Fair Value						Unrealized Losses						Fair Value						Unrealized Losses
U.S. Treasury securities and obligations of U.S. government corporations and agencies									$	64,850					$	(538)					$	111,833					$	(9,227)					$	176,683					$	(9,765)
Obligations of U.S. states and political subdivisions									674,000						(14,743)						1,226,433						(259,414)						1,900,433						(274,157)
Corporate debt securities									600,174						(12,938)						1,745,339						(187,712)						2,345,513						(200,650)
ABS									74,002						(950)						92,013						(4,101)						166,015						(5,051)
RMBS									116,145						(6,082)						172,590						(28,645)						288,735						(34,727)
CMBS									33,176						(2,433)						241,908						(20,403)						275,084						(22,836)
CLOs									—						—						320,534						(2,256)						320,534						(2,256)
Foreign government debt									—						—						3,627						(859)						3,627						(859)
Total									$	1,562,347					$	(37,684)					$	3,914,277					$	(512,617)					$	5,476,624					$	(550,301)

Unrealized loss aging for securities by type and length of time as of December 31, 2022
Table			7.5b
									Less Than 12 Months												12 Months or Greater												Total
(In thousands)									Fair Value						Unrealized  Losses						Fair Value						Unrealized Losses						Fair Value						Unrealized  Losses
U.S. Treasury securities and obligations of U.S. government corporations and agencies									$	67,531					$	(3,583)					$	76,246					$	(6,100)					$	143,777					$	(9,683)
Obligations of U.S. states and political subdivisions									1,344,272						(157,903)						360,956						(98,170)						1,705,228						(256,073)
Corporate debt securities									1,488,255						(109,976)						758,732						(86,401)						2,246,987						(196,377)
ABS									53,201						(1,008)						67,073						(5,033)						120,274						(6,041)
RMBS									77,563						(8,572)						136,179						(17,172)						213,742						(25,744)
CMBS									166,973						(12,951)						70,792						(7,640)						237,765						(20,591)
CLOs									213,461						(4,644)						114,459						(3,185)						327,920						(7,829)
Foreign government debt									—						—						3,787						(699)						3,787						(699)
Commercial paper									—						—						3,816						(3)						3,816						(3)
Total									$	3,411,256					$	(298,637)					$	1,592,040					$	(224,403)					$	5,003,296					$	(523,040)

There were 1,315 and 1,226 securities in an unrealized loss position at September 30, 2023 and December 31, 2022, respectively. Based on current facts and circumstances, we believe the unrealized losses as of September 30, 2023 presented in table 7.5a above are not indicative of the ultimate collectability of the current amortized cost of the securities. The unrealized losses in all categories of our investments at September 30, 2023 were primarily caused by an increase in prevailing interest rates. We also rely upon estimates of several credit and non-credit factors in our review and evaluation of individual investments to determine whether a credit impairment exists. All of the securities in an unrealized loss position are current with respect to their interest obligations.

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Note 8. Fair Value Measurements

Recurring fair value measurements

The following describes the valuation methodologies generally used by the independent pricing sources, or by us, to measure financial instruments at fair value, including the general classification of such financial instruments pursuant to the valuation hierarchy.

•Fixed income securities:

U.S. Treasury Securities and Obligations of U.S. Government Corporations and Agencies: Securities with valuations derived from quoted prices for identical instruments in active markets that we can access are categorized in Level 1 of the fair value hierarchy. Securities valued by surveying the dealer community, obtaining relevant trade data, benchmark quotes and spreads and incorporating this information in the valuation process are categorized as Level 2 of the fair value hierarchy.

Corporate Debt Securities are valued by surveying the dealer community, obtaining relevant trade data, benchmark quotes and spreads and incorporating this information into the valuation process. These securities are generally categorized in Level 2 of the fair value hierarchy.

Obligations of U.S. States & Political Subdivisions are valued by tracking, capturing, and analyzing quotes for active issues and trades reported via the Municipal Securities Rulemaking Board records. Daily briefings and reviews of current economic conditions, trading levels, spread relationships, and the slope of the yield curve provide further data for evaluation. These securities are generally categorized in Level 2 of the fair value hierarchy.

Residential Mortgage-Backed Securities ("RMBS") are valued by monitoring interest rate movements, and other pertinent data daily. Incoming market data is enriched to derive spread, yield and/or price data as appropriate, enabling known data points to be extrapolated for valuation application across a range of related securities. These securities are generally categorized in Level 2 of the fair value hierarchy.

Commercial Mortgage-Backed Securities ("CMBS") are valued using techniques that reflect market participants’ assumptions and maximize the use of relevant observable inputs including quoted prices for similar assets, benchmark yield curves and market corroborated inputs. Evaluation uses regular reviews of the inputs for securities covered, including executed trades, broker quotes, credit information, collateral attributes and/or cash flow waterfall as applicable. These securities are generally categorized in Level 2 of the fair value hierarchy.

Asset-Backed Securities ("ABS") are valued using spreads and other information solicited from market buy-and-sell-side sources, including primary and secondary dealers, portfolio managers, and research analysts. Cash flows are generated for each tranche, benchmark yields are determined, and deal collateral performance and tranche level attributes including trade activity, bids, and offers are applied, resulting in tranche specific prices. These securities are generally categorized in Level 2 of the fair value hierarchy.

Collateralized loan obligations ("CLOs") are valued by evaluating manager rating, seniority in the capital structure, assumptions about prepayment, default and recovery and their impact on cash flow generation. Loan level net asset values are determined and aggregated for tranches and as a final step prices are checked against available recent trade activity. These securities are generally categorized in Level 2 of the fair value hierarchy.

Foreign government debt is valued by surveying the dealer community, obtaining relevant trade data, benchmark quotes and spreads and incorporating this information into the valuation process. These securities are generally categorized in Level 2 of the fair value hierarchy.

Commercial Paper, which has an original maturity greater than 90 days, is valued using market data for comparable instruments of similar maturity and average yields. These securities are generally categorized in Level 2 of the fair value hierarchy.

•Equity securities: Consist of actively traded, exchange-listed equity securities, including exchange traded funds (“ETFs”) and Bond Mutual Funds, with valuations derived from quoted prices for identical assets in active markets that we can access. These securities are valued in Level 1 of the fair value hierarchy.

•Cash Equivalents: Consists of money market funds and treasury bills with valuations derived from quoted prices for identical assets in active markets that we can access. These securities are valued in level 1 of the fair value hierarchy. Instruments in this category valued using market data for comparable instruments are classified as level 2 in the fair value hierarchy.

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Assets measured at fair value, by hierarchy level, as of September 30, 2023 and December 31, 2022 are shown in tables 8.1a and 8.1b below. The fair value of the assets is estimated using the process described above, and more fully in Note 3 - “Significant Accounting Policies” to the consolidated financial statements in our 2022 Annual Report on Form 10-K.

Assets carried at fair value by hierarchy level as of September 30, 2023
Table			8.1a
(In thousands)									Total Fair Value						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)
U.S. Treasury securities and obligations of U.S. government corporations and agencies									$	210,834					$	140,891					$	69,943
Obligations of U.S. states and political subdivisions									1,905,650						—						1,905,650
Corporate debt securities									2,364,665						—						2,364,665
ABS									167,220						—						167,220
RMBS									272,682						—						272,682
CMBS									274,320						—						274,320
CLOs									331,727						—						331,727
Foreign government debt									3,627						—						3,627
Commercial paper									50,812						—						50,812
Total fixed income securities									5,581,537						140,891						5,440,646
Equity securities									13,949						13,949						—
Cash equivalents									271,924			(1)			255,772						16,152
Total									$	5,867,410					$	410,612					$	5,456,798

Assets carried at fair value by hierarchy level as of December 31, 2022
Table			8.1b
(In thousands)									Total Fair Value						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)
U.S. Treasury securities and obligations of U.S. government corporations and agencies									$	135,900					$	116,897					$	19,003
Obligations of U.S. states and political subdivisions									2,149,054						—						2,149,054
Corporate debt securities									2,221,141						—						2,221,141
ABS									120,687						—						120,687
RMBS									198,009						—						198,009
CMBS									237,216						—						237,216
CLOs									329,832						—						329,832
Foreign government debt									3,787						—						3,787
Commercial paper									14,072						—						14,072
Total fixed income securities									5,409,698						116,897						5,292,801
Equity securities									14,140						14,140						—
Cash equivalents									328,756			(1)			324,129						4,627
Total									$	5,752,594					$	455,166					$	5,297,428
(1) Includes restricted cash equivalents

Certain financial instruments, including insurance contracts, are excluded from these fair value disclosure requirements. The carrying values of cash (Level 1) and accrued investment income (Level 2) approximated their fair values. Additional fair value disclosures related to our investment portfolio are included in Note 7 – “Investments.”

In addition to the assets carried at fair value discussed above, we have embedded derivatives carried at fair value related to our Home Re Transactions that are classified as “Other liabilities” or “Other assets” in our consolidated balance sheets. The estimated fair value related to our embedded derivatives reflects the present value impact of the variation in investment income on the assets held by the reinsurance trusts and the contractual reference rate on the Home Re Transactions used to calculate the reinsurance premiums we estimate we will pay over the estimated remaining life. These liabilities or assets are categorized in Level 3 of the fair value hierarchy. At September 30, 2023 and December 31, 2022, the fair value of the embedded derivatives was a liability of less than $0.1 million and an asset of $2.5 million, respectively. (See Note 4 - "Reinsurance" for more information about our reinsurance programs.)

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Real estate acquired through claim settlement is carried at fair values and is reported in “Other assets” on the consolidated balance sheet. These assets are categorized as Level 3 of the fair value hierarchy. For the nine months ended September 30, 2023, and 2022, purchases of real estate acquired were $0.1 million and $2.9 million, respectively. For the nine months ended September 30, 2023, and 2022, sales of real estate acquired were $1.6 million and $3.2 million, respectively.

Financial assets and liabilities not measured at fair value

Other invested assets include an investment in FHLB stock that is carried at cost, which due to restrictions that require it to be redeemed or sold only to the security issuer at par value, approximates fair value. The fair value of other invested assets is categorized as Level 2.

Financial liabilities include our outstanding debt obligations. The fair values of our 5.25% Notes and 9% Debentures were based on observable market prices. In all cases the fair values of the financial liabilities below are categorized as level 2.

Table 8.2 presents the carrying value and fair value of our financial assets and liabilities disclosed, but not carried, at fair value at September 30, 2023 and December 31, 2022.

Financial assets and liabilities not measured at fair value
Table			8.2
									September 30, 2023												December 31, 2022
(In thousands)									Carrying Value						Fair Value						Carrying Value						Fair Value
Financial assets
Other invested assets									$	850					$	850					$	850					$	850
Financial liabilities
5.25% Senior Notes									642,828						605,976						641,724						600,938
9% Convertible Junior Subordinated Debentures									—						—						21,086						28,085
Total financial liabilities									$	642,828					$	605,976					$	662,810					$	629,023

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Note 9. Other Comprehensive Income

The pretax and related income tax benefit (expense) components of our other comprehensive income (loss) for the three and nine months ended September 30, 2023 and 2022 are included in table 9.1 below.

Components of other comprehensive income (loss)
Table			9.1
									Three Months Ended September 30,												Nine Months Ended September 30,
(In thousands)									2023						2022						2023						2022
Net unrealized investment (losses) gains arising during the period									$	(95,216)					$	(194,449)					$	(31,387)					$	(759,409)
Total income tax benefit (expense)									19,995						40,834						6,591						159,476
Net of taxes									(75,221)						(153,615)						(24,796)						(599,933)
Net changes in benefit plan assets and obligations									4,067						(20,471)						11,914						(19,353)
Total income tax benefit (expense)									(854)						4,299						(2,502)						4,064
Net of taxes									3,213						(16,172)						9,412						(15,289)
Total other comprehensive income (loss)									$	(91,149)					(214,920)						(19,473)						(778,762)
Total income tax benefit (expense)									19,141						45,133						4,089						163,540
Total other comprehensive income (loss), net of tax									$	(72,008)					$	(169,787)					$	(15,384)					$	(615,222)

The pretax and related income tax benefit (expense) components of the amounts reclassified from our accumulated other comprehensive income (loss) (“AOCI”) to our consolidated statements of operations for the three and nine months ended September 30, 2023 and 2022 are included in table 9.2 below.

Reclassifications from AOCI
Table			9.2
									Three Months Ended September 30,												Nine Months Ended September 30,
(In thousands)									2023						2022						2023						2022
Reclassification adjustment for net realized (losses) gains(1)									$	(3,085)					$	(6,681)					$	(13,020)					$	(4,273)
Income tax benefit (expense)									648						1,403						2,734						897
Net of taxes									(2,437)						(5,278)						(10,286)						(3,376)
Reclassification adjustment related to benefit plan assets and obligations (2)									(2,376)						(6,228)						(12,379)						(7,346)
Income tax benefit (expense)									499						1,308						2,600						1,543
Net of taxes									(1,877)						(4,920)						(9,779)						(5,803)
Total reclassifications									(5,461)						(12,909)						(25,399)						(11,619)
Income tax benefit (expense)									1,147						2,711						5,334						2,440
Total reclassifications, net of tax									$	(4,314)					$	(10,198)					$	(20,065)					$	(9,179)

(1)Increases (decreases) Net realized investment gains (losses) on the consolidated statements of operations.

(2)Decreases (increases) Other underwriting and operating expenses, net on the consolidated statements of operations.

A rollforward of AOCI for the nine months ended September 30, 2023, including amounts reclassified from AOCI, are included in table 9.3 below.

Rollforward of AOCI
Table			9.3
									Nine Months Ended September 30, 2023
(In thousands)									Net unrealized gains and (losses) on available-for-sale securities						Net benefit plan assets and (obligations) recognized in shareholders' equity						Total accumulated other comprehensive income (loss)
Balance at December 31, 2022, net of tax									$	(408,496)					$	(73,015)					$	(481,511)
Other comprehensive income (loss) before reclassifications									(35,082)						(367)						(35,449)
Less: Amounts reclassified from AOCI									(10,286)						(9,779)						(20,065)
Balance, September 30, 2023, net of tax									$	(433,292)					$	(63,603)					$	(496,895)

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Note 10. Benefit Plans

Tables 10.1 and 10.2 provide the components of net periodic benefit cost for our pension, supplemental executive retirement and other postretirement benefit plans for the three and nine months ended September 30, 2023 and 2022.

Components of net periodic benefit cost
Table			10.1
									Three Months Ended September 30,
									Pension and Supplemental Executive Retirement Plans												Other Postretirement Benefit Plans
(In thousands)									2023						2022						2023						2022
Company service cost									$	—					$	1,813					$	374					$	327
Interest cost									3,297						2,863						409						173
Expected return on plan assets									(3,426)						(4,907)						(2,059)						(2,625)
Amortization of:
Net actuarial losses (gains)									529						1,266						(38)						(776)
Prior service cost (credit)									87						(57)						465						123
Cost of settlements and curtailments									334						5,671						—						—
Net periodic benefit cost (benefit)									$	821					$	6,649					$	(849)					$	(2,778)
Components of net periodic benefit cost
Table			10.2
									Nine Months Ended September 30,
									Pension and Supplemental Executive Retirement Plans												Other Postretirement Benefit Plans
(In thousands)									2023						2022						2023						2022
Company service cost									$	—					$	5,439					$	1,122					$	981
Interest cost									10,278						8,588						1,225						521
Expected return on plan assets									(10,432)						(14,723)						(6,176)						(7,876)
Amortization of:
Net actuarial losses (gains)									1,656						3,798						(113)						(2,328)
Prior service cost (credit)									259						(163)						1,396						367
Cost of settlements and curtailments									9,181						5,671						—						—
Net periodic benefit cost (benefit)									$	10,942					$	8,610					$	(2,546)					$	(8,335)

Effective January 1, 2023, the defined benefit pension plan and supplemental executive retirement plan are frozen (no future benefits will be accrued for participants due to employment and no new participants will be added). Participants in these plans are fully vested in their benefits.

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Note 11. Loss Reserves

We establish case reserves and LAE reserves on delinquent loans that were reported to us as two or more payments past due and have not become current or resulted in a claim payment. Such loans are referred to as being in our delinquency inventory. Case reserves are established by estimating the number of loans in our delinquency inventory that will result in a claim payment, which is referred to as the claim rate, and further estimating the amount of the claim payment, which is referred to as claim severity.

IBNR reserves are established for estimated losses from delinquencies we estimate have occurred prior to the close of an accounting period but have not yet been reported to us. IBNR reserves are also established using estimated claim rates and claim severities.

Estimation of losses is inherently judgmental. Even in a stable environment, changes to our estimates could result in a material impact to our consolidated results of operations and financial position. The conditions that affect the claim rate and claim severity include the current and future state of the domestic economy, including unemployment and the current and future strength of local housing markets; exposure on insured loans; the amount of time between delinquency and claim filing (all else being equal, the longer the period between delinquency and claim filing, the greater the severity); and curtailments and rescissions. The actual amount of the claim payments may be substantially different than our loss reserve estimates. Our estimates could be adversely affected by several factors, including a deterioration of regional or national economic conditions, including unemployment, leading to a reduction in borrowers’ income and thus their ability to make mortgage payments, the impact of past and future government initiatives and actions taken by the GSEs (including mortgage forbearance programs and foreclosure moratoriums), and a drop in housing values which may affect borrower willingness to continue to make mortgage payments when the value of the home is below the mortgage balance. Loss reserves in future periods will also be dependent on the number of loans reported to us as delinquent.

Changes to our estimates could result in a material impact to our consolidated results of operations and financial position, even in a stable economic environment. Given the uncertainty of the macroeconomic environment, including the effectiveness of loss mitigation efforts, change in home prices, and changes in unemployment, our loss reserve estimates may continue to be impacted.

In considering the potential sensitivity of the factors underlying our estimate of loss reserves, it is possible that even a relatively small change in our estimated claim rate or claim severity could have a material impact on loss reserves and, correspondingly, on our consolidated results of operations even in a stable economic environment. For example, as of September 30, 2023, assuming all other factors remain constant, a $1,000 increase/decrease in the average severity reserve factor would change the loss reserve amount by approximately +/- $9 million. A one percentage point increase/decrease in the average claim rate reserve factor would change the loss reserve amount by approximately +/- $15 million.

The “Losses incurred” section of table 11.1 below shows losses incurred on delinquencies that occurred in the current year and in prior years. The amount of losses incurred relating to delinquencies that occurred in the current year represents the estimated amount to be ultimately paid on such delinquencies. The amount of losses incurred relating to delinquencies that occurred in prior years represents the difference between the actual claim rate and claim severity associated with those delinquencies resolved in the current year compared to the estimated claim rate and claim severity at the prior year-end, as well as a re-estimation of amounts to be ultimately paid on delinquencies continuing from the end of the prior year. This re-estimation of the claim rate and claim severity is the result of our review of current trends in the delinquency inventory, such as percentages of delinquencies that have resulted in a claim, the amount of the claims relative to the average loan exposure, changes in the relative level of delinquencies by geography and changes in average loan exposure.

Losses incurred on delinquencies that occurred in the current year increased for the nine months ended September 30, 2023, compared to the same period last year. The increase is primarily due to an increase in estimated severity on current year delinquencies and an increase in new delinquencies reported.

For the nine months ended September 30, 2023 and September 30, 2022 we experienced favorable loss development of $148.9 million and $327.5 million, respectively, on previously received delinquencies. The favorable development for both periods primarily resulted from a decrease in the expected claim rate on previously received delinquencies. Home price appreciation experienced in recent years has allowed some borrowers to cure their delinquencies through the sale of their property.

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The “Losses paid” section of table 11.1 below shows the amount of losses paid on delinquencies that occurred in the current year and losses paid on delinquencies that occurred in prior years.

Table 11.1 provides a reconciliation of beginning and ending loss reserves as of and for the nine months ended September 30, 2023 and 2022.

Development of reserves for losses and loss adjustment expenses
Table			11.1
									Nine Months Ended September 30,
(In thousands)									2023						2022
Reserve at beginning of period									$	557,988					$	883,522
Less reinsurance recoverable									28,240						66,905
Net reserve at beginning of period									529,748						816,617
Losses incurred:
Losses and LAE incurred in respect of delinquency notices received in:
Current year									137,626						104,086
Prior years (1)									(148,948)						(327,512)
Total losses incurred									(11,322)						(223,426)
Losses paid:
Losses and LAE paid in respect of delinquency notices received in:
Current year									153						116
Prior years									33,679						36,089
Total losses paid									33,832						36,205
Net reserve at end of period									484,594						556,986
Plus reinsurance recoverable									40,934						46,384
Reserve at end of period									$	525,528					$	603,370

(1)A positive number for prior year loss reserve development indicates a deficiency of prior year reserves. A negative number for prior year loss reserve development indicates a redundancy of prior year loss reserves. See the following table for more information about prior year loss reserve development.

The prior year loss reserve development for the nine months ended September 30, 2023 and 2022 is shown in table 11.2 below.

Reserve development on previously received delinquencies
Table			11.2
									Nine Months Ended September 30,
(In thousands)									2023						2022
Increase (decrease) in estimated claim rate on primary defaults									$	(142,764)					$	(324,556)
Change in estimates related to severity on primary defaults, pool reserves, LAE reserves, reinsurance, and other									(6,184)						(2,956)
Total prior year loss development (1)									$	(148,948)					$	(327,512)

(1)A positive number for prior year loss reserve development indicates a deficiency of prior year loss reserves. A negative number for prior year loss reserve development indicates a redundancy of prior year loss reserves.

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Delinquency inventory

A rollforward of our primary delinquency inventory for the three and nine months ended September 30, 2023 and 2022 appears in table 11.3 below. The information concerning new notices and cures is compiled from monthly reports received from loan servicers. The level of new notice and cure activity reported in a particular month can be influenced by, among other things, the date on which a servicer generates its report, the number of business days in a month and transfers of servicing between loan servicers.

Delinquency inventory rollforward
Table			11.3
									Three Months Ended September 30,												Nine Months Ended September 30,
									2023						2022						2023						2022
Delinquency inventory at beginning of period									23,823						26,855						26,387						33,290
New notices									12,240						10,990						34,117						31,089
Cures									(10,975)						(11,494)						(34,738)						(37,371)
Paid claims									(359)						(337)						(1,018)						(978)
Rescissions and denials									(9)						(11)						(28)						(27)
Other items removed from inventory									—						(125)						—						(125)
Delinquency inventory at end of period									24,720						25,878						24,720						25,878

Table 11.4 below shows the number of consecutive months a borrower is delinquent. Historically as a delinquency ages it is more likely to result in a claim.

Primary delinquency inventory - consecutive months delinquent
Table			11.4
						September 30, 2023			December 31, 2022			September 30, 2022
3 months or less						8,732			8,820			7,825
4-11 months						8,220			8,217			7,619
12 months or more (1)						7,768			9,350			10,434
Total						24,720			26,387			25,878
3 months or less						35		%	33		%	30		%
4-11 months						33		%	31		%	30		%
12 months or more						32		%	36		%	40		%
Total						100		%	100		%	100		%
Primary claims received inventory included in ending delinquent inventory						284			267			244

(1)Approximately 39%, 36%, and 33% of the primary delinquency inventory delinquent for 12 consecutive months or more has been delinquent for at least 36 consecutive months as of September 30, 2023, December 31, 2022, and September 30, 2022, respectively.

Premium refunds

Our estimate of premiums to be refunded on expected claim payments is accrued for separately in “Other Liabilities” on our consolidated balance sheets and approximated $19.6 million and $25.5 million at September 30, 2023 and December 31, 2022, respectively.

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Note 12. Shareholders’ Equity

Share repurchase programs

Repurchases of our common stock may be made from time to time on the open market (including through 10b5-1 plans) or through privately negotiated transactions. In the nine months ended September 30, 2023, we repurchased 14.7 million shares at an average cost of $14.83 per share, which included commissions. In 2022, we repurchased approximately 27.8 million shares of our common stock, at an average cost of $13.89 per share, which included commissions. At September 30, 2023, we had $396 million remaining under a $500 million share repurchase program approved by our Board of Directors in 2023 that expires on July 1, 2025. Through October 27, 2023, we repurchased an additional 2.2 million shares totaling $36.5 million under the remaining authorization.

Cash dividends

In the first and second quarters of 2023, we paid quarterly cash dividends of $0.10 per share which totaled $58.8 million. In August 2023, we paid quarterly cash dividends of $0.115 per share to shareholders which totaled $32.9 million. On October 26, 2023, the Board of Directors declared a quarterly cash dividend of to the holders of the company’s common stock of $0.115 per share to shareholders of record on November 9, 2023.

9% Debenture Conversion

In the third quarter of 2023, we exercised our option to redeem the outstanding principal of $21.1 million on our 9% Debentures. Prior to the redemption date, substantially all holders elected to convert into shares of our common stock. We elected to pay cash in lieu of issuing shares. The conversion of our 9% Debentures resulted in a reduction in our shareholders’ equity of $5.3 million, net of tax. See Note 3 – “Debt.”

Note 13. Share-Based Compensation

We have certain share-based compensation plans. Under the fair value method, compensation cost is measured at the grant date based on the fair value of the award and is recognized over the service period which generally corresponds to the vesting period. Awards under our plans generally vest over periods ranging from one to three years, although awards to our non-employee directors vest immediately.

Table 13.1 shows the number of restricted stock units (RSUs) granted to employees and non-employee directors and the weighted average fair value per share during the periods presented.

Restricted stock unit grants
Table			13.1
									Nine months ended September 30,
									2023									2022
									RSUs Granted (in thousands)			Weighted Average Share Fair Value						RSUs Granted (in thousands)			Weighted Average Share Fair Value
RSUs subject to performance conditions						(1)			949			$	14.17					848			$	15.46
RSUs subject only to service conditions									354			14.17						319			15.45
Non-employee director RSUs									106			14.17						104			15.32

(1)Shares granted are subject to performance conditions under which the target number of shares granted may vest up to 200%.

MGIC Investment Corporation - Q3 2023 | 33

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Note 14. Statutory Information

Statutory Capital Requirements

The insurance laws of 16 jurisdictions, including Wisconsin, our domiciliary state, require a mortgage insurer to maintain a minimum amount of statutory capital relative to the RIF (or a similar measure) in order for the mortgage insurer to continue to write new business. We refer to these requirements as the “State Capital Requirements” and, together with the GSE Financial Requirements, as the “Financial Requirements.” While they vary among jurisdictions, the most common State Capital Requirements allow for a maximum risk-to-capital ratio of 25 to 1. A risk-to-capital ratio will increase if (i) the percentage decrease in capital exceeds the percentage decrease in insured risk, or (ii) the percentage increase in capital is less than the percentage increase in insured risk. Wisconsin does not regulate capital by using a risk-to-capital measure but instead requires a minimum policyholder position (“MPP”). MGIC’s “policyholder position” includes its net worth or surplus, and its contingency loss reserve.

At September 30, 2023, MGIC’s risk-to-capital ratio was 9.6 to 1, below the maximum allowed by the jurisdictions with State Capital Requirements, and its policyholder position was $3.8 billion above the required MPP of $2.1 billion. The calculation of our risk-to-capital ratio and MPP reflect credit for the risk ceded under our reinsurance transactions. If MGIC is not allowed an agreed level of credit under either the State Capital Requirements or the financial requirements of the PMIERs, MGIC may terminate the reinsurance agreements without penalty.

Dividend restrictions

MGIC is subject to statutory regulations as to payment of dividends. The maximum amount of dividends that MGIC may pay in any twelve-month period without regulatory approval by the OCI is the lesser of adjusted statutory net income or 10% of statutory policyholders’ surplus as of the preceding calendar year end. Adjusted statutory net income is defined for this purpose to be the greater of statutory net income, net of realized investment gains, for the calendar year preceding the date of the dividend or statutory net income, net of realized investment gains, for the three calendar years preceding the date of the dividend less dividends paid within the first two of the preceding three calendar years. The maximum dividend that could be paid, without regulatory approval, is reduced by dividends paid in the twelve months preceding the dividend payment date. Before making any dividend payments, we will notify the OCI to ensure it does not object. In the nine months ended September 30, 2023, MGIC paid a $300 million dividend to MGIC Investment Corporation. In October 2023, MGIC paid a $300 million dividend to our holding company.

The OCI recognizes only statutory accounting principles prescribed, or practices permitted by the State of Wisconsin for determining and reporting the financial condition and results of operations of an insurance company. The OCI has adopted certain prescribed accounting practices that differ from those found in other states. Specifically, Wisconsin domiciled companies record changes in the contingency loss reserves through their income statement as a change in underwriting deduction. As a result, in periods in which MGIC is increasing contingency loss reserves, statutory net income is reduced.

Statutory Financial Information

The statutory net income, policyholders’ surplus, and contingency loss reserves of our insurance subsidiaries, including MGIC, are shown in table 14.1.

Financial information of our insurance subsidiaries (including MGIC)
Table 14.1
						As of and for the Nine Months Ended September 30,
(In thousands)						2023						2022
Statutory net income						$	207,996					$	284,084
Statutory policyholders' surplus						859,083						1,231,992
Contingency loss reserves						5,071,276						4,533,371

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Introduction

The following is management’s discussion and analysis of the financial condition and results of operations of MGIC Investment Corporation for the third quarter of 2023. As used below, “we” and “our” refer to MGIC Investment Corporation’s consolidated operations. This form 10-Q should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2022. See the “Glossary of terms and acronyms” for definitions and descriptions of terms used throughout this MD&A. Our revenues and losses could be affected by the Risk Factors referred to under “Forward Looking Statements and Risk Factors” below, and they are an integral part of the MD&A.

Forward Looking and Other Statements

As discussed under “Forward Looking Statements and Risk Factors” below, actual results may differ materially from the results contemplated by forward looking statements. These forward looking statements speak only as of the date of this filing and are subject to change without notice. We are not undertaking any obligation to update any forward looking statements or other statements we may make in the following discussion or elsewhere in this document even though these statements may be affected by events or circumstances occurring after the forward looking statements or other statements were made. Therefore, no reader of this document should rely on these statements being current as of any time other than the time at which this document was filed with the Securities and Exchange Commission.

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Overview

Summary financial results of MGIC Investment Corporation
									Three Months Ended September 30,																		Nine Months Ended September 30,
(In millions, except per share data, unaudited)									2023						2022						% Change						2023						2022						% Change
Selected statement of operations data
Net premiums earned									$	241.3					$	252.1					(4)						$	726.1					$	763.0					(5)
Investment income, net of expenses									55.4						42.5						30						156.9						121.1						30
Losses incurred, net									(0.1)						(105.1)						(100)						(11.3)						(223.4)						(95)
Other underwriting and operating expenses, net									50.1						58.5						(14)						174.2						166.7						4
Loss on debt extinguishment									—						11.6						N/M						—						40.1						N/M
Income before tax									234.4						314.3						(25)						672.4						849.6						(21)
Provision for income taxes									51.6						64.6						(20)						143.9						175.7						(18)
Net income (1)									182.8						249.6						(27)						528.4						673.9						(22)
Diluted income per share									$	0.64					$	0.81					(21)						$	1.83					$	2.15					(15)
Non-GAAP Financial Measures (2)
Adjusted pre-tax operating income									$	234.6					$	332.8					(30)						$	683.0					$	897.2					(24)
Adjusted net operating income									183.0						264.2						(31)						536.8						711.5						(25)
Adjusted net operating income per diluted share									$	0.64					$	0.86					(26)						$	1.86					$	2.26					(18)

(1) May not foot due to rounding.

(2) See “Explanation and reconciliation of our use of Non-GAAP financial measures.”

Summary of third quarter 2023 results

Comparative quarterly results

We recorded third quarter 2023 net income of $182.8 million, or $0.64 per diluted share. Net income decreased by $66.8 million from net income of $249.6 million, or $0.81 per diluted share, in the prior year. The decrease is primarily due to an increase in losses incurred and a decrease in net premiums earned. This was partially offset by a decrease in the provision for income taxes, an increase in investment income, net of expenses, a decrease in loss on debt extinguishment, and a decrease in other underwriting and operating expenses, net. Diluted income per share decreased primarily due to a decrease in net income, partially offset by a decrease in the number of diluted weighted shares outstanding.

Adjusted net operating income for the third quarter 2023 was $183.0 million (Q3 2022: $264.2 million) and adjusted net operating income per diluted share was $0.64 (Q3 2022: $0.86). The decrease in 2023 adjusted net operating income compared to 2022 primarily reflects a decrease in net income. The decrease in 2023 adjusted net operating income per diluted share compared to 2022 primarily reflects a decrease in adjusted net operating income, partially offset by a decrease in the number of diluted weighted shares outstanding.

Premiums earned for the three months ended September 30, 2023, were $241.3 million, compared with $252.1 million, for the same period last year. The decrease in premiums earned compared with the prior year is primarily due to an increase in ceded premiums that was the result of a decrease in the profit commission earned on our QSR Transactions.

Net investment income in the three months ended September 30, 2023, was $55.4 million, compared with $42.5 million, in the prior year. The increase in net investment income was due to an increase of 80 basis points in the average investment yields.

Losses incurred, net for the third quarter of 2023 were $(0.1) million, compared with $(105.1) million for the same period last year. While new delinquency notices added approximately $48.1 million for the three months ended September 30, 2023, our re-estimation of loss reserves on previously received delinquency notices resulted in favorable development of approximately $48.2 million. For the three months ended September 30, 2022, new delinquency notices added approximately $35.9 million, offset by our re-estimation of loss reserves on previously received delinquency notices resulting in favorable development of approximately $140.9 million. The favorable development for both periods primarily resulted from a decrease in the expected claim rate on previously received delinquencies. Home price appreciation experienced in recent years has allowed some borrowers to cure their delinquencies through the sale of their property.

Underwriting and other expenses, net for the third quarter of 2023 were $50.1 million, compared with $58.5 million for the same period last year. The decrease in underwriting and other expenses, net during the three months ended September 30, 2023 was primarily due to a decrease in expenses related to professional and consulting services and pension expenses. Pension expenses were significantly higher in the third quarter of 2022 due to settlement costs.

We did not record a loss on debt extinguishment for the three months ended September 30, 2023, associated with the redemption of our 9% Debentures. For the three months ended September 30, 2022, we recorded a loss on debt extinguishment of $11.6 million,

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reflecting a $4.8 million loss on the repurchase of $14.0 million in aggregate principal of our 9% Debentures and a loss of $6.8 million on the redemption of our 2023 Senior Notes at costs that were in excess of their carrying value. See Note 3 - “Debt” to our consolidated financial statements for discussion of the 9% Debenture conversion in the third quarter of 2023.

The decrease in our provision for income taxes in the third quarter of 2023 as compared to the same period in the prior year was primarily due to a decrease in income before tax.

Comparative year to date results

We recorded net income of $528.4 million, or $1.83 per diluted share. Net income decreased by $145.5 million, from net income of $673.9 million, or $2.15 per diluted share, in the prior year. The decrease is primarily due to an increase in losses incurred and a decrease in net premiums earned. This was partially offset by a decrease in loss on debt extinguishment, an increase in investment income, net of expenses, and a decrease in our provision for income taxes. Diluted income per share decreased primarily due to a decrease in net income, partially offset by a decrease in the number of diluted weighted shares outstanding.

Adjusted net operating income for the nine months ended September 30, 2023, was $536.8 million (2022: $711.5 million) and adjusted net operating income per diluted share was $1.86 (2022: $2.26). The decrease in 2023 adjusted net operating income compared to 2022 primarily reflects a decrease in net income. The decrease in 2023 adjusted net operating income per diluted share compared to 2022 primarily reflects a decrease in adjusted net operating income, partially offset by a decrease in the number of diluted weighted shares outstanding.

Premiums earned for the nine months ended September 30, 2023, were $726.1 million, compared with $763.0 million, for the same period last year. The decrease in premiums earned compared with the prior year is primarily due to an increase in ceded premiums that was the result of a decrease in the profit commission earned on our QSR Transactions.

Net investment income in the nine months ended September 30, 2023, was $156.9 million, compared with $121.1 million, in the prior year. The increase in net investment income was due to an increase of 80 bps in the average investment yields.

Losses incurred, net for the nine months ended September 30, 2023 were $(11.3) million, compared with losses incurred of $(223.4) million for the prior year. While new delinquency notices added $137.6 million to losses incurred, our re-estimation of loss reserves on previously received delinquency notices resulted in favorable development of $148.9 million. For the nine months ended September 30, 2022, new delinquency notices added approximately $104.1 million to losses incurred, offset by re-estimation of loss reserves on previously received delinquency notices resulting in favorable development of $327.5 million. The favorable development for both periods primarily resulted from a decrease in the expected claim rate on previously received delinquencies. Home price appreciation experienced in recent years has allowed some borrowers to cure their delinquencies through the sale of their property.

We did not record a loss on debt extinguishment in the nine months ended September 30, 2023, associated with the redemption of our 9% Debentures. For the nine months ended September 30, 2022, we recorded a loss on debt extinguishment of $40.1 million, reflecting a loss of $32.0 million on the repurchase of $88.9 in aggregate principal of our 9% Debentures, a loss of $6.8 million on the redemption of our 2023 Senior Notes at costs in excess of their carrying value, and a prepayment fee of $1.3 million on the repayment of our FHLB advance. See Note 3 - “Debt” to our consolidated financial statements for a discussion of the 9% Debenture conversion in 2023.

The decrease in our provision for income taxes for the nine months ended September 30, 2023, as compared to the same period in the prior year was primarily due to a decrease in income before tax.

Capital

MGIC dividend payments to our holding company

The ability of MGIC to pay dividends is restricted by insurance regulation. Amounts in excess of prescribed limits are deemed “extraordinary” and may not be paid if disapproved by the OCI. A dividend is extraordinary when the proposed dividend amount, plus dividends paid in the twelve months preceding the dividend payment date exceed the ordinary dividend level. In 2023, MGIC can pay $92 million of ordinary dividends without OCI approval, before taking into consideration dividends paid in the preceding twelve months. In the nine months ended September 30, 2023, and 2022, we made dividend payments to the holding company of $300 million and $400 million, respectively. Future dividend payments to the holding company will continue to be determined in consultation with the board and after considering any updated estimates about our business.

Share repurchase programs

Repurchases may be made from time to time on the open market (including through 10b5-1 plans) or through privately negotiated transactions. In the nine months ended September 30, 2023, we repurchased 14.7 million shares of common stock, using approximately $217.8 million of holding company resources. As of September 30, 2023, we had $396 million of authorization remaining to repurchase our common stock through July 1, 2025 under a $500 million share repurchase program approved by our Board of Directors in April, 2023. As of September 30, 2023, we had approximately 279 million shares of common stock outstanding. We repurchased 21.7 million shares during the nine months ended September 30, 2022, using approximately $306.2 million of holding company resources.

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Dividends to shareholders

In the first and second quarters of 2023, we paid quarterly cash dividends of $0.10 per share which totaled $58.8 million, in the third quarter we paid quarterly cash dividends of $0.115 per share which totaled $32.9 million. On October 26, 2023, the Board of Directors declared a quarterly cash dividend of to the holders of the company’s common stock of $0.115 per share to shareholders of record on November 9, 2023.

GSEs

We must comply with a GSE’s PMIERs to be eligible to insure loans delivered to or purchased by that GSE. The PMIERs include financial requirements, as well as business, quality control and certain transaction approval requirements. The financial requirements of the PMIERs require a mortgage insurer’s "Available Assets" (generally only the most liquid assets of an insurer) to equal or exceed its "Minimum Required Assets" (which are based on an insurer's book of risk in force, calculated from tables of factors with several risk dimensions, reduced for credit given for risk ceded under reinsurance transactions, and subject to a floor amount). Based on our interpretation of the PMIERs as of September 30, 2023, MGIC’s Available Assets totaled $6.0 billion, or $2.4 billion in excess of its Minimum Required Assets.

The PMIERs generally require us to hold significantly more Minimum Required Assets for delinquent loans than for performing loans and the Minimum Required Assets required to be held increases as the number of payments missed on a delinquent loan increases.

If MGIC ceases to be eligible to insure loans purchased by one or both of the GSEs, it would significantly reduce the volume of our NIW, the substantial majority of which is for loans delivered to or purchased by the GSEs. In addition to the increase in Minimum Required Assets associated with delinquent loans, factors that may negatively impact MGIC’s ability to continue to comply with the financial requirements of the PMIERs include the following:

è			The GSEs may make the PMIERs more onerous in the future. The PMIERs provide that the GSEs may amend any provision of the PMIERs or impose additional requirements with an effective date specified by the GSEs.
è			The PMIERs provide that the factors that determine Minimum Required Assets will be updated periodically, or as needed if there is a significant change in macroeconomic conditions or loan performance. The PMIERs state that the GSEs will provide notice 180 days prior to the effective date of updates to the factors that determine Minimum Required Assets; however, the GSEs may amend the PMIERs at any time, including by imposing restrictions specific to our company.
è			The PMIERS may be changed in response to the final regulatory capital framework for the GSEs which was published in February 2022.
è			Our future operating results may be negatively impacted by the matters discussed in our Risk Factors. Such matters could decrease our revenues, increase our losses or require the use of assets, thereby creating a shortfall in Available Assets.
è			Should capital be needed by MGIC in the future, capital contributions from our holding company may not be available due to competing demands on holding company resources, including for repayment of debt.

Our reinsurance transactions enable us to earn higher returns on our Minimum Required Assets than we would without them because they generally reduce the Minimum Required Assets, we must hold under PMIERs. However, reinsurance may not always be available to us; or available on similar terms, and our reinsurance subjects us to counterparty credit risk. Our access to reinsurance may be disrupted and the terms under which we are able to obtain reinsurance may be less attractive than in the past due to volatility stemming from circumstances such as higher interest rates, increased inflation, global events such as wars, and other factors. Since 2020, there have been protracted periods of time during which execution of transactions for XOL reinsurance through the ILN market has been more challenging, with increased pricing, down-sized transactions, and generally fewer transactions being executed by mortgage insurers.

The calculated credit for XOL Transactions under PMIERs is generally based on the PMIERs requirement of the covered loans and the attachment and detachment point of the coverage. PMIERs credit is generally not given for the reinsured risk above the PMIERs requirement. Our existing reinsurance transactions are subject to periodic review by the GSEs and there is a risk we will not receive our current level of credit in future periods for the risk ceded under them. In addition, we may not receive the same level of credit under future transactions that we receive under existing transactions. If MGIC is not allowed certain levels of credit under the PMIERs, under certain circumstances, MGIC may terminate the reinsurance transactions without penalties.

GSE reform

The FHFA has been the conservator of the GSEs since 2008 and has the authority to control and direct their operations. The increased role that the federal government has assumed in the residential housing finance system through the GSE conservatorship may increase the likelihood that the business practices of the GSEs change, including through administrative action, in ways that have a material adverse effect on us and that the charters of the GSEs are changed by new federal legislation.

It is uncertain what role the GSEs, FHA and private capital, including private mortgage insurance, will play in the residential housing finance system in the future. The timing and impact on our business of any resulting changes is uncertain. Many of the proposed changes would require Congressional action to implement and it is difficult to estimate when Congressional action would be final and how long any associated phase-in period may last.

For additional information about the business practices of the GSEs, see our Risk Factor titled “Changes in the business practices of Fannie Mae and Freddie Mac ("the GSEs"), federal legislation that changes their charters or a restructuring of the GSEs could reduce our revenues or increase our losses.”

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State Regulations

The insurance laws of 16 jurisdictions, including Wisconsin, our domiciliary state, require a mortgage insurer to maintain a minimum amount of statutory capital relative to its RIF (or a similar measure) in order for the mortgage insurer to continue to write new business. We refer to these requirements as the “State Capital Requirements.” While they vary among jurisdictions, the most common State Capital Requirements allow for a maximum risk-to-capital ratio of 25 to 1. A risk-to-capital ratio will increase if (i) the percentage decrease in capital exceeds the percentage decrease in insured risk, or (ii) the percentage increase in capital is less than the percentage increase in insured risk. Wisconsin does not regulate capital by using a risk-to-capital measure but instead requires an MPP. MGIC’s “policyholder position” includes its net worth or surplus and its contingency reserve.

At September 30, 2023, MGIC’s risk-to-capital ratio was 9.6 to 1, below the maximum allowed by the jurisdictions with State Capital Requirements, and its policyholder position was $3.8 billion above the required MPP of $2.1 billion. The calculation of our risk-to-capital ratio and MPP reflect full credit for the risk ceded under our reinsurance transactions. It is possible that under the revised State Capital Requirements discussed below, MGIC will not be allowed full credit for the risk ceded under such transactions. If MGIC is not allowed an agreed level of credit under either the State Capital Requirements or the PMIERs, MGIC may terminate the reinsurance transactions, without penalty. At this time, we expect MGIC to continue to comply with the current State Capital Requirements; however, refer to our risk factor titled “State capital requirements may prevent us from continuing to write new insurance on an uninterrupted basis” for more information about matters that could negatively impact our compliance with State Capital Requirements.

The NAIC established a Mortgage Guaranty Insurance Working Group to determine and make recommendations to the NAIC’s Financial Condition Committee as to what, if any, changes to make to the solvency and other regulations relating to mortgage guaranty insurers. A draft of a revised Mortgage Guaranty Insurance Model Act was adopted by the Financial Condition Committee in July 2023 and by the Executive Committee and Plenary NAIC in August 2023. The revised Model Act includes requirements relating to, among other things: (i) capital and minimum capital requirements, and contingency reserves; (ii) restrictions on mortgage insurers’ investments in notes secured by mortgages; (iii) prudent underwriting standards and formal underwriting guidelines; (iv) the establishment of formal, internal “Mortgage Guaranty Quality Control Programs” with respect to in-force business; and (v) reinsurance and prohibitions on captive reinsurance arrangements. It is uncertain when the revised Model Act will be adopted in any jurisdiction. The provisions of the Model Act, if adopted in their final form, are not expected to have a material adverse effect on our business. It is unknown whether any changes will be made by state legislatures prior to adoption, and the effect changes, if any, will have on the mortgage guaranty insurance market generally, or on our business.

Factors affecting our results

Our current and future business, results of operations and financial condition are impacted by macroeconomic conditions, such as rising interest rates, home prices, housing demand, level of employment, inflation, pandemics, restrictions and costs on mortgage credit, and other factors. For additional information on how our business may be impacted see our Risk Factor titled “Downturns in the domestic economy or declines in home prices may result in more homeowners defaulting and our losses increasing, with a corresponding decrease in our returns.”

The future effects of changing climatic conditions on our business are uncertain. For information about possible effects, please refer to our Risk Factor titled “Pandemics, hurricanes and other natural disasters may impact our incurred losses, the amount and timing of paid claims, our inventory of notices of default and our Minimum Required Assets under PMIERs.”

Our results of operations are affected by:

Premiums written and earned

Premiums written and earned in a year are influenced by:

•NIW, which increases IIF. Many factors affect NIW, including the volume of low down payment home mortgage originations and competition to provide credit enhancement on those mortgages from the FHA, the VA, other mortgage insurers, and other alternatives to mortgage insurance, including GSE programs that may reduce or eliminate the demand for mortgage insurance. NIW does not include loans previously insured by us that are modified, such as loans modified under HARP.

•Cancellations, which reduce IIF. Cancellations due to refinancings are affected by the level of current mortgage interest rates compared to the mortgage coupon rates throughout the in force book, current home values compared to values when the loans in the in force book were insured and the terms on which mortgage credit is available. Home price appreciation can give homeowners the right to cancel mortgage insurance on their loans if sufficient home equity is achieved. Cancellations also result from policy rescissions, which require us to return any premiums received on the rescinded policies and claim payments, which require us to return any premium received on the related policies from the date of default on the insured loans. Cancellations of single premium policies, which are generally non-refundable, result in immediate recognition of any remaining unearned premium.

•Premium rates, which are affected by product type, competitive pressures, the risk characteristics of the insured loans, the percentage of coverage on the insured loans, and PMIERs capital requirements. The substantial majority of our monthly and annual mortgage insurance premiums are under premium plans for which, for the first ten years of the policy, the amount of premium is determined by multiplying the initial premium rate by the original loan balance; thereafter, the premium rate resets to a lower rate used for the remaining life of the policy. The remainder of our monthly and annual premiums are under premium plans for which premiums are determined by a fixed percentage of the loan’s amortizing balance over the life of the policy.

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•Premiums ceded, net of profit commission, under our QSR Transactions and premiums ceded under our XOL Transactions are primarily affected by the percentage of our IIF subject to our reinsurance transactions. The profit commission under our QSR Transactions also varies inversely with the level of ceded losses incurred on a “dollar for dollar” basis and can be eliminated at ceded loss levels higher than what we have experienced on our QSR Transactions. As a result, lower levels of losses incurred result in a higher profit commission and less benefit from ceded losses incurred; higher levels of losses incurred result in more benefit from ceded losses incurred and a lower profit commission (or for certain levels of accident year loss ratios, its elimination). (See Note 4 - “Reinsurance” to our consolidated financial statements for a discussion of our reinsurance transactions.)

Premiums earned are generated by the insurance that is in force during all or a portion of the period. A change in the average IIF in the current period compared to an earlier period is a factor that will increase (when the average in force is higher) or reduce (when it is lower) premiums written and earned in the current period, although this effect may be enhanced (or mitigated) by the factors discussed above.

Investment income

Our investment portfolio is composed principally of investment grade fixed income securities. The principal factors that influence investment income are the size of the portfolio and its yield. As measured by amortized cost (which excludes changes in fair value, such as from changes in interest rates), the size of the investment portfolio is mainly a function of cash generated from (or used in) operations, such as net premiums written, investment income, net claim payments and expenses, and cash provided by (or used for) non-operating activities, such as debt or stock issuances or repurchases, and dividends.

Losses incurred

Losses incurred are the current expense that reflects claim payments, costs of settling claims, and changes in our estimates of payments that will ultimately be made as a result of delinquencies on insured loans. As explained under “Critical Accounting Estimates” in our 2022 10-K MD&A, except in the case of a premium deficiency reserve, we recognize an estimate of this expense only for delinquent loans. Prior to the COVID-19 pandemic, the level of new delinquencies has historically followed a seasonal pattern, with new delinquencies in the first part of the year lower than new delinquencies in the latter part of the year. The state of the economy, local housing markets and various other factors, including pandemics, may result in delinquencies not following the typical pattern. Losses incurred are generally affected by:

•The state of the economy, including unemployment and housing values, each of which affects the likelihood that loans will become delinquent and whether loans that are delinquent cure their delinquency.

•The product mix of the in force book, with loans having higher risk characteristics generally resulting in higher delinquencies and claims.

•The size of loans insured, with higher average loan amounts on delinquent loans tending to increase incurred losses.

•The percentage of coverage on insured loans, with deeper average coverage on delinquent loans tending to increase incurred losses.

•The rate at which we rescind policies or curtail claims. Our estimated loss reserves incorporate our estimates of future rescissions of policies and curtailments of claims, and reversals of rescissions and curtailments. We collectively refer to such rescissions and denials as “rescissions” and variations of this term. We call reductions to claims “curtailments.”

•The distribution of claims over the life of a book. Historically, the first few years after loans are originated are a period of relatively low claims, with claims increasing substantially for several years subsequent and then declining, although persistency, the condition of the economy, including unemployment and housing prices, and other factors can affect this pattern. For example, a weak economy or housing value declines can lead to claims from older books increasing, continuing at stable levels or experiencing a lower rate of decline. See further information under “Mortgage insurance earnings and cash flow cycle” below.

•Losses ceded under reinsurance transactions. See Note 4 - “Reinsurance” to our consolidated financial statements for a discussion of our reinsurance transactions.

Underwriting and other expenses

Underwriting and other expenses includes items such as employee compensation, fees for professional and consulting services, depreciation and maintenance expense, and premium taxes, and are reported net of ceding commissions associated with our QSR Transactions. Employee compensation expenses are variable due to share-based compensation, changes in benefits, and changes in headcount (which can fluctuate due to volume of NIW). See Note 4 - “Reinsurance” to our consolidated financial statements for a discussion of ceding commission on our QSR Transactions.

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Interest expense

Interest expense reflects the interest associated with our consolidated outstanding debt obligations discussed in Note 3 - “Debt” to our consolidated financial statements and under “Liquidity and Capital Resources” below.

Other

Certain activities that we do not consider being part of our fundamental operating activities may also impact our results of operations and are described below.

Gains (losses) on investments and other financial instruments

•Fixed income securities. Investment gains and losses reflect the difference between the amount received on the sale of a fixed income security and the fixed income security’s cost basis, as well as any credit allowances and any impairments on securities we intend to sell prior to recovery of its amortized cost basis. The amount received on the sale of fixed income securities is affected by the coupon rate of the security compared to the yield of comparable securities at the time of sale.

•Equity securities. Investment gains and losses are accounted for as a function of the periodic change in fair value.

•Financial instruments. Investment gains and losses on the embedded derivative on our Home Re Transactions reflect the present value impact of the variation in investment income on assets on the insurance-linked notes held by the reinsurance trusts and the contractual reference rate used to calculate the reinsurance premiums we estimate we will pay over the estimated remaining life.

Loss on debt extinguishment

Gains and losses on debt extinguishment result from discretionary activities that are undertaken to enhance our capital position, improve our debt profile, and/or reduce potential dilution from our outstanding convertible debt. Extinguishing our outstanding debt obligations early through these discretionary activities may result in losses primarily driven by the payment of consideration in excess of our carrying value, and the write off of unamortized debt issuance costs on the extinguished portion of the debt.

Refer to “Explanation and reconciliation of our use of Non-GAAP financial measures” below to understand how these items impact our evaluation of our core financial performance.

Mortgage insurance earnings and cash flow cycle

In general, the majority of any underwriting profit that a book generates occurs in the early years of the book, with the largest portion of any underwriting profit realized in the first year following the year the book was written. Subsequent years of a book may result in either underwriting profit or underwriting losses. This pattern of results typically occurs because relatively few of the incurred losses on delinquencies that a book will ultimately experience typically occur in the first few years of the book, when premium revenue is highest, while subsequent years are affected by declining premium revenues, as the number of insured loans decreases (primarily due to loan prepayments) and increasing losses. The typical pattern is also a function of premium rates generally resetting to lower levels after ten years. The state of the economy, local housing markets and various other factors may result in delinquencies not following the typical pattern.

Cybersecurity

As part of our business, we maintain large amounts of confidential and proprietary information, including personal information of consumers and employees, on our servers and those of cloud computing services. Federal and state laws designed to promote the protection of such information require businesses that collect or maintain personal information to adopt information security programs, and to notify individuals, and in some jurisdictions, regulatory authorities, of security breaches involving personally identifiable information. All information technology systems are potentially vulnerable to damage or interruption from a variety of sources, including by cyber attacks, such as those involving ransomware. The Company discovers vulnerabilities and regularly blocks a high volume of attempts to gain unauthorized access to its systems. Globally, attacks are expected to continue accelerating in both frequency and sophistication with increasing use by actors of tools and techniques that may hinder the Company’s ability to identify, investigate and recover from incidents. Such attacks may also increase as a result of retaliation by threat actors against the U.S. and other countries in connection with wars and other global events. The Company operates under a hybrid workforce model and such model may be more vulnerable to security breaches.

While we have information security policies and systems in place to secure our information technology systems and to prevent unauthorized access to or disclosure of sensitive information, there can be no assurance with respect to our systems and those of our third-party vendors that unauthorized access to the systems or disclosure of the sensitive information, either through the actions of third parties or employees, will not occur. Due to our reliance on information technology systems, including ours and those of our customers and third-party service providers, and to the sensitivity of the information that we maintain, unauthorized access to the systems or disclosure of the information could adversely affect our reputation, severely disrupt our operations, result in a loss of business and expose us to material claims for damages and may require that we provide free credit monitoring services to individuals affected by a security breach.

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Explanation and reconciliation of our use of non-GAAP financial measures

Non-GAAP financial measures

We believe that use of the Non-GAAP financial measures of adjusted pre-tax operating income (loss), adjusted net operating income (loss) and adjusted net operating income (loss) per diluted share facilitate the evaluation of the company's core financial performance thereby providing relevant information to investors. These measures are not recognized in accordance with GAAP and should not be viewed as alternatives to GAAP measures of performance.

Adjusted pre-tax operating income (loss) is defined as GAAP income (loss) before tax, excluding the effects of net realized investment gains (losses), gain and losses on debt extinguishment, and infrequent or unusual non-operating items where applicable.

    

Adjusted net operating income (loss) is defined as GAAP net income (loss) excluding the after-tax effects of net realized investment gains (losses), gain and losses on debt extinguishment and infrequent or unusual non-operating items where applicable. The amounts of adjustments to components of pre-tax operating income (loss) are tax effected using a federal statutory tax rate of 21%.

    

Adjusted net operating income (loss) per diluted share is calculated in a manner consistent with the accounting standard regarding earnings per share by dividing (i) adjusted net operating income (loss) after making adjustments for interest expense on convertible debt, whenever the impact is dilutive by (ii) diluted weighted average common shares outstanding, which reflects share dilution from unvested restricted stock units and from convertible debt when dilutive under the “if-converted” method.

Although adjusted pre-tax operating income (loss) and adjusted net operating income (loss) exclude certain items that have occurred in the past and are expected to occur in the future, the excluded items represent items that are: (1) not viewed as part of the operating performance of our primary activities; or (2) impacted by both discretionary and other economic or regulatory factors and are not necessarily indicative of operating trends, or both. These adjustments, along with the reasons for their treatment, are described below. Trends in the profitability of our fundamental operating activities can be more clearly identified without the fluctuations of these adjustments. Other companies may calculate these measures differently. Therefore, their measures may not be comparable to those used by us.

(1)Net realized investment gains (losses). The recognition of net realized investment gains or losses can vary significantly across periods as the timing of individual securities sales is highly discretionary and is influenced by such factors as market opportunities, our tax and capital profile, and overall market cycles.

(2)Gains and losses on debt extinguishment. Gains and losses on debt extinguishment result from discretionary activities that are undertaken to enhance our capital position, improve our debt profile, and/or reduce potential dilution from our outstanding convertible debt.

(3)Infrequent or unusual non-operating items. Items that are non-recurring in nature and are not part of our primary operating activities.

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Non-GAAP reconciliations
Reconciliation of Income before tax / Net income to Adjusted pre-tax operating income / Adjusted net operating income
						Three Months Ended September 30,
						2023																		2022
(In thousands, except per share amounts)						Pre-tax						Tax effect						Net (after-tax)						Pre-tax						Tax effect						Net (after-tax)
Income before tax / Net income						$	234,396					51,552						$	182,844					$	314,267					64,642						$	249,625
Adjustments:
Loss on debt extinguishment						—						—						—						11,632						2,443						9,189
Net realized investment (gains) losses						237						50						187						6,854						1,439						5,415
Adjusted pre-tax operating income / Adjusted net operating income						$	234,633					$	51,602					$	183,031					$	332,753					$	68,524					$	264,229
Reconciliation of Net income per diluted share to Adjusted net operating income per diluted share
Weighted average diluted shares outstanding																		285,600																		307,194
Net income per diluted share																		$	0.64																	$	0.81
Loss on debt extinguishment																		—																		0.03
Net realized investment (gains) losses																		—																		0.02
Adjusted net operating income per diluted share																		$	0.64																	$	0.86
Reconciliation of Income before tax / Net income to Adjusted pre-tax operating income / Adjusted net operating income
						Nine Months Ended September 30,
						2023																		2022
(In thousands, except per share amounts)						Pre-tax						Tax effect						Net (after-tax)						Pre-tax						Tax effect						Net (after-tax)
Income before tax / Net income						$	672,382					$	143,937					$	528,445					$	849,597					$	175,691					$	673,906
Adjustments:
Loss on debt extinguishment						—						—						—						40,130						8,427						31,703
Net realized investment (gains) losses						10,619						2,230						8,389						7,435						1,561						5,874
Adjusted pre-tax operating income / Adjusted net operating income						$	683,001					$	146,167					$	536,834					$	897,162					$	185,679					$	711,483
Reconciliation of Net income per diluted share to Adjusted net operating income per diluted share
Weighted average diluted shares outstanding																		289,924																		315,029
Net income per diluted share																		$	1.83																	$	2.15
Loss on debt extinguishment																		—																		0.10
Net realized investment (gains) losses																		0.03																		0.02
Adjusted net operating income per diluted share																		$	1.86																	$	2.26		(1)
(1) Does not foot due to rounding.

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Mortgage Insurance Portfolio

Mortgage originations

The total amount of mortgage originations is generally influenced by the level of home sales, interest rates, the percentage of homes purchased for cash, and the level of refinance activity. PMI market share of total mortgage originations is influenced by the mix of purchase and refinance originations. PMI market share is also impacted by the market share of total originations of the FHA, VA, USDA, and other alternatives to mortgage insurance, including GSE programs that may reduce or eliminate the demand for mortgage insurance.

NIW for the third quarter of 2023 was $14.6 billion (Q3 2022: $19.6 billion) and for the nine months ended was $35.2 billion (YTD 2022: $63.5 billion). We expect the decrease is reflective of a smaller origination market and our market position in the current year compared with the same period in the prior year. For the remainder of the year, we expect a smaller origination market to drive a decrease in our NIW compared to 2022.

The percentage of our NIW with DTI ratios over 45% and LTVs over 95% will fluctuate based on the mortgage conditions that could include the percentage of NIW from purchase transactions, changes in home prices, changes in mortgage rates, and GSE activities.

The following tables present characteristics of our primary NIW for the three and nine months ended September 30, 2023 and 2022.

Primary NIW by FICO score
									Three Months Ended September 30,												Nine Months Ended September 30,
(% of primary NIW)									2023						2022						2023						2022
760 and greater									50.2		%				42.3		%				49.2		%				42.2		%
740 - 759									18.1		%				17.9		%				18.4		%				18.8		%
720 - 739									13.4		%				15.0		%				13.5		%				15.0		%
700 - 719									8.8		%				11.4		%				9.2		%				11.1		%
680 - 699									5.1		%				7.9		%				5.3		%				7.5		%
660 - 679									2.9		%				3.4		%				2.9		%				3.4		%
640 - 659									0.9		%				1.4		%				1.0		%				1.3		%
639 and less									0.6		%				0.7		%				0.5		%				0.7		%

Primary NIW by loan-to-value
									Three Months Ended September 30,												Nine Months Ended September 30,
(% of primary NIW)									2023						2022						2023						2022
95.01% and above									12.0		%				11.4		%				11.9		%				12.5		%
90.01% to 95.00%									44.1		%				50.0		%				45.8		%				49.7		%
85.01% to 90.00%									32.6		%				28.8		%				31.1		%				27.7		%
80.01% to 85.00%									11.3		%				9.8		%				11.2		%				10.1		%

Primary NIW by debt-to-income ratio
						Three Months Ended September 30,												Nine Months Ended September 30,
(% of primary NIW)						2023						2022						2023						2022
45.01% and above						28.2		%				23.6		%				25.3		%				20.7		%
38.01% to 45.00%						32.5		%				32.7		%				32.3		%				32.1		%
38.00% and below						39.3		%				43.7		%				42.4		%				47.2		%

Primary NIW by policy payment type
						Three Months Ended September 30,												Nine Months Ended September 30,
(% of primary NIW)						2023						2022						2023						2022
Monthly premiums						95.8		%				96.9		%				96.4		%				95.5		%
Single premiums						4.2		%				3.0		%				3.6		%				4.4		%
Annual premiums						0.0		%				0.1		%				0.0		%				0.1		%
Primary NIW by type of mortgage
						Three Months Ended September 30,												Nine Months Ended September 30,
(% of primary NIW)						2023						2022						2023						2022
Purchases						99.0		%				98.8		%				98.4		%				97.2		%
Refinances						1.0		%				1.2		%				1.6		%				2.8		%

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We consider a variety of loan characteristics when assessing the risk of a loan. The following tables provides information about loans with one or more of the following characteristics associated with our NIW: LTV ratios greater than 95%, mortgages with borrowers having FICO scores below 680, including those with borrowers having FICO scores of 620-679, and mortgages with borrowers having DTI ratios greater than 45%, each attribute as determined at the time of loan origination.

Primary NIW by number of attributes discussed above
						Three Months Ended September 30,									Nine Months Ended September 30,
(% of primary NIW)						2023			2022						2023			2022
One						35.1		%	32.8		%				33.3		%	31.4		%
Two or more						4.6		%	3.8		%				4.1		%	3.6		%

Insurance and risk in force

The amount of our IIF and RIF is impacted by the amount of NIW and cancellations of primary IIF during the period. Cancellation activity primarily results from loan payoff and refinancing activity, or borrowers achieving the required amount of home equity through loan amortization, principal curtailment and/or home price appreciation. Claim resolutions also impact cancellations but to a much lesser extent. Cancellations generally move inversely to the change in the direction of interest rates, although they generally lag a change in direction.

Annual Persistency

Our annual persistency was 86.3% at September 30, 2023 compared to 82.2% at December 31, 2022 and 78.3% at September 30, 2022. Since 2018, our annual persistency ranged from a high of 86.3% at September 30, 2023 to a low of 60.7% at March 31, 2021. Our persistency rate is primarily affected by the level of current mortgage interest rates compared to the mortgage coupon rates on our IIF, which affects the vulnerability of the IIF to refinancing; and the current amount of equity that borrowers have in the homes underlying our IIF.

IIF and RIF
									Three Months Ended September 30,												Nine Months Ended September 30,
(In billions)									2023						2022						2023						2022
NIW									$	14.6					$	19.6					$	35.2					$	63.5
Cancellations									(12.8)						(12.8)						(36.2)						(44.3)
Increase (decrease) in primary IIF									$	1.8					$	6.8					$	(1.0)					$	19.2
Direct primary IIF as of September 30,									$	294.3					$	293.6					$	294.3					$	293.6
Direct primary RIF as of September 30,									$	77.1					$	75.7					$	77.1					$	75.7

Credit profile of our primary RIF

Our 2009 and later books possess significantly improved risk characteristics when compared to our 2005-2008 books. Modification and refinance programs, such as HAMP and HARP, which expired at the end of 2016 and 2018, respectively, but have been replaced by other GSE modification programs, make outstanding loans more affordable to borrowers with the goal of reducing the number of foreclosures. As of September 30, 2023, loans associated with modification programs accounted for 3.7% of our total RIF, compared to 4.2% at December 31, 2022. Loans associated with 87.4% of all our modifications were current as of September 30, 2023.

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The following table sets forth certain statistics associated with our primary IIF and RIF as of September 30, 2023:

Primary insurance in force and risk in force by policy year
(in billions)			Insurance in Force (1)									Risk In Force (1)									Weighted Avg. Interest Rate						Delinquency Rate						Cede Rate % (2)						% of Original Remaining
Policy Year			Total			% of Total						Total			% of Total
2004 and prior			$	1.3		0.4		%				$	0.4		0.5		%				7.4		%				12.4		%				—		%				NM
2005-2008			10.4			3.5		%				2.8			3.6		%				7.0		%				10.5		%				—		%				4.3		%
2009-2015			4.6			1.6		%				1.2			1.6		%				4.3		%				4.9		%				—		%				2.6		%
2016			5.0			1.7		%				1.3			1.7		%				3.9		%				3.1		%				—		%				10.3		%
2017			6.7			2.3		%				1.8			2.3		%				4.3		%				3.5		%				—		%				13.5		%
2018			7.0			2.4		%				1.8			2.4		%				4.8		%				4.2		%				—		%				13.9		%
2019			14.9			5.1		%				3.9			5.0		%				4.1		%				2.0		%				1.6		%				22.9		%
2020			53.8			18.2		%				13.9			18.0		%				3.2		%				1.0		%				29.5		%				47.1		%
2021			90.1			30.6		%				23.6			30.6		%				3.1		%				1.2		%				29.6		%				76.4		%
2022			67.4			22.9		%				17.9			23.2		%				4.9		%				1.0		%				30.5		%				90.8		%
2023			33.1			11.3		%				8.6			11.1		%				6.4		%				0.1		%				26.7		%				97.0		%
Total			$	294.3								$	77.1

(1)May not foot due to rounding

(2)Cede Rate % is calculated as the risk in force ceded to our QSR transactions divided by the total risk in force.

Pool and other insurance

MGIC has written no new pool insurance since 2008; however, for a variety of reasons, including responding to capital market alternatives to PMI and customer demands, MGIC may write pool risk in the future. Our direct pool risk in force was $259 million ($187 million on pool policies with aggregate loss limits and $72 million on pool policies without aggregate loss limits) at September 30, 2023 compared to $276 million ($196 million on pool policies with aggregate loss limits and $80 million on pool policies without aggregate loss limits) at December 31, 2022. If claim payments associated with a specific pool reach the aggregate loss limit, the remaining IIF within the pool would be cancelled and any remaining delinquencies under the pool would be removed from our delinquency inventory.

In connection with the GSEs' CRT programs, an insurance subsidiary of MGIC provides insurance and reinsurance covering portions of the credit risk related to certain reference pools of mortgages acquired by the GSEs. Our RIF, as reported to us, related to these programs was approximately $317 million and $226 million as of September 30, 2023 and December 31, 2022, respectively.

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Consolidated Results of Operations

The following section of the MD&A provides a comparative discussion of MGIC Investment Corporation’s Consolidated Results of Operations for the three and nine months ended September 30, 2023 and 2022.

Revenues

									Three Months Ended September 30,																		Nine Months Ended September 30,
(in millions)									2023						2022						% Change						2023						2022						% Change
Net premiums written									$	234.5					$	242.3					(3)						$	695.9					$	729.3					(5)
Net premiums earned									$	241.3					$	252.1					(4)						$	726.1					$	763.0					(5)
Investment income, net of expenses									55.4						42.5						30						156.9						121.1						30
Net gains (losses) on investments and other financial instruments									(0.7)						(3.3)						(79)						(13.4)						(8.8)						52
Other revenue									0.5						1.4						N/M						1.5						5.1						N/M
Total revenues (1)									$	296.5					$	292.8					1						$	871.1					$	880.5					(1)
(1) May not foot due to rounding

Net premiums written and earned

Comparative quarterly and year to date results

Premiums earned for the three and nine months ended September 30, 2023 were $241.3 million and $726.1 million, respectively, compared with $252.1 million and $763.0 million, respectively, for the same periods last year. Net premiums written for three and nine months ended September 30, 2023 were $234.5 million and $695.9 million, respectively, compared with $242.3 million and $729.3 million, respectively for the same comparable period last year.

The decrease in premiums written and earned for the three and nine months ended September 30, 2023, compared with the prior year period is primarily due to an increase in ceded premiums that was the result of a decrease in the profit commission earned on our QSR Transactions

See “Overview - Factors Affecting Our Results” above for additional factors that influenced the amount of net premiums written and earned during the periods. See “Reinsurance Transactions” below for discussion of our ceded premiums written and earned.

Premium yields

Net premium yield is net premiums earned divided by average IIF during the period. The following table presents the key drivers of our net premium yield for each of the three and nine months ended September 30, 2023 and September 30, 2022.

Premium Yield
						Three Months Ended September 30,									Nine Months Ended September 30,
(in basis points)						2023			2022						2023			2022
In force portfolio yield			(1)			38.6			39.0						38.4			39.3
Premium refunds						0.2			0.3						—			0.1
Accelerated earnings on single premium policies						0.4			0.5						0.3			1.1
Total direct premium yield						39.2			39.8						38.7			40.5
Ceded premiums earned, net of profit commission and assumed premiums			(2)			(6.3)			(5.1)						(5.9)			(4.7)
Net premium yield						32.9			34.7						32.8			35.8

(1) Total direct premiums earned, excluding premium refunds and accelerated premiums from single premium policy cancellations divided by average primary insurance in force.

(2) Assumed premiums include those from our participation in GSE CRT programs, of which the impact on the net premium yield was 0.4 bps for the nine months ended September 30, 2023 compared to 0.3 bps for the nine months ended September 30, 2022.

Changes in the net premium yield for the three and nine months ended September 30, 2023 compared to the three and nine months ended September 30, 2022 reflect the following:

In force Portfolio Yield
è			A larger percentage of our IIF from book years with lower premium rates due to a decline in premium rates in recent years resulting from pricing competition, an in force book with lower risk characteristics, lower required capital, the availability of reinsurance, and certain policies undergoing premium rate resets on their ten-year anniversaries.

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Premium Refunds
è			Premium refunds are primarily driven by claim activity and our estimate of refundable premiums on our delinquency inventory. The low level of claims received have resulted in a lower level of premium refunds. Our estimate of refundable premium on our delinquency inventory fluctuates with changes in our delinquency inventory and our estimate of the number of loans in our delinquency inventory that will result in a claim.
Accelerated earnings on single premium policies
è			The lower level of refinance transactions have reduced the benefit from accelerated earned premium from cancellation of single premium policies prior to their estimated policy life.
Ceded premiums earned, net of profit commission and assumed premiums
è			Ceded premiums earned, net of profit commission adversely impact our net premium yield. Ceded premiums earned, net of profit commission, are associated with the QSR Transactions and the XOL Transactions. Assumed premiums consists primarily of premiums from GSE CRT programs. See “Reinsurance Transactions“ below for further discussion on our reinsurance transactions.

As discussed in our Risk Factor titled “Competition or changes in our relationships with our customers could reduce our revenues, reduce our premium yields and / or increase our losses,” the private mortgage insurance industry is highly competitive and premium rates have declined over the past several years. With the smaller origination market, higher persistency rate, and continued high credit quality for NIW expected in 2023, we expect our in force portfolio premium yield to remain relatively flat during 2023.

Reinsurance Transactions

Quota share reinsurance

Our quota share reinsurance affects various lines of our statements of operations and therefore we believe it should be analyzed by reviewing its total effect on our pre-tax income, described as follows.

è						We cede a fixed percentage of premiums on insurance covered by the agreements.
è						We receive the benefit of a profit commission through a reduction in the premiums we cede. The profit commission varies inversely with the level of losses incurred on a “dollar for dollar” basis and can be eliminated at loss levels higher than what we have experienced. As a result, lower levels of ceded losses incurred result in less benefit from ceded losses incurred and a higher profit commission; higher levels of ceded losses incurred result in more benefit from ceded losses incurred and a lower profit commission (or for certain levels of accident year loss ratios, its elimination).
è						We receive the benefit of a ceding commission through a reduction in underwriting expenses equal to 20% of premiums ceded (before the effect of the profit commission).
è						We cede a fixed percentage of losses incurred on insurance covered by the agreements.

The following table provides information related to our QSR Transactions for each of the three and nine months ended and as of September 30, 2023 and September 30, 2022.

Quota Share Reinsurance
						Three Months Ended September 30,												Nine Months Ended September 30,
(Dollars in thousands)						2023						2022						2023						2022
Ceded premiums written and earned, net of profit commission						$32,693						$19,348						$90,012						$56,721
% of direct premiums written						12%						7%						11%						7%
% of direct premiums earned						11%						7%						10%						7%
Profit commission						$30,698						$47,255						$97,218						$135,049
Ceding commissions						$12,678						$13,321						$37,446						$38,355
Ceded losses incurred						$6,724						$(7,360)						$13,359						$(19,775)
																		As of September 30,
Mortgage insurance portfolio:																		2023						2022
Ceded RIF (Dollars in millions)
2015 QSR																		$—						$641
2019 QSR																		—						1,230
2020 QSR																		3,449						4,081
2021 QSR																		6,241						6,930
2022 QSR																		4,765						4,261
2023 QSR																		1,850						—
Credit Union QSR																		2,557						2,145
Total ceded RIF																		$18,862						$19,288

Ceded premiums written and earned, net of profit commission increased in the three and nine months ended September 30, 2023 when compared with the prior year primarily due to a decrease in the profit commission, which increases ceded premiums written and

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earned. The decrease in profit commission was driven by the increase in losses incurred. Ceded losses incurred are impacted by the delinquencies covered by our QSR Transactions, our estimates of payments that will be ultimately made on those delinquencies, and claim payments covered by our QSR Transactions.

We terminated our 2015 and 2019 QSR Transactions effective December 31, 2022. We have elected to terminate our 2020 QSR Transactions effective December 31, 2023. We agreed to terms on a 30% QSR Transaction with a group of unaffiliated reinsurers covering most of our new insurance written in 2024.

Covered risk

The percentages of our NIW, new risk written, IIF, and RIF subject to our QSR Transactions as shown in the following table will vary from period to period in part due to the mix of our risk written during the period and the number of active QSR Transactions.

Quota Share Reinsurance
						Three Months Ended September 30,												Nine Months Ended September 30,
						2023						2022						2023						2022
NIW subject to QSR Transactions						87.2		%				88.0		%				87.1		%				87.8		%
New Risk Written subject to QSR Transactions						92.9		%				93.2		%				92.9		%				93.2		%
IIF subject to QSR Transactions						72.6		%				76.8		%				72.6		%				76.8		%
RIF subject to QSR Transactions						77.1		%				82.4		%				77.1		%				82.4		%

The decrease in IIF and RIF subject to quota share reinsurance for the three and nine months ended September 30, 2023, compared to September 30, 2022, is primarily due to the termination of our 2015 and 2019 QSR Transactions at December 31, 2022.

As of September 30, 2023, the weighted average coverage percentage of our QSR transactions was 32% based on RIF.

Excess of loss reinsurance

We have XOL Transactions with panels of unaffiliated reinsurers executed through the traditional reinsurance market (“Traditional XOL Transaction”) and with unaffiliated special purpose insurers (“Home Re Transactions”).

For policies covered by our Traditional XOL Transactions, we retain the first layer of the aggregate losses paid, and the reinsurers will then provide second layer coverage up to the outstanding reinsurance coverage amount. We retain losses paid in excess of the outstanding reinsurance coverage amount. The reinsurance coverage is subject to adjustment based on the risk characteristics of the covered loans until the initial excess of loss reinsurance coverage layer has been finalized. The 2022 Traditional XOL Transaction provides $142.6 million of reinsurance coverage on eligible NIW in 2022. The 2023 Traditional XOL Transaction provides up to $116.0 million of reinsurance coverage on eligible NIW in 2023.

The Home Re Transactions are executed through the issuance of insurance linked notes (“ILNs”). As of September 30, 2023 our Home Re Transactions provided $1.3 billion of loss coverage on a portfolio of policies having an in force date from July 1, 2016 through March 31, 2019, and from January 1, 2020 through December 31, 2021; all dates inclusive. For this reinsurance coverage, we retain the first layer of the respective aggregate losses paid, and a Home Re Entity will then provide second layer coverage up to the outstanding reinsurance amount.

The current attachment, current detachment, and PMIERs required asset credit for each of our XOL Transactions, excluding the 2023 Traditional XOL which is still in its fill up period, as of September 30, 2023, are as follows.

($ In thousands)						Initial Attachment % (1)			Initial Detachment % (2)			Current Attachment % (1)			Current Detachment % (2)			PMIERs Required Asset Credit
Home Re 2018-1						2.25%			6.50%			14.27%			21.63%			$	—
Home Re 2019-1						2.50%			6.75%			17.04%			36.44%			—
Home Re 2020-1						3.00%			7.50%			7.34%			8.76%			—
Home Re 2021-1						2.25%			6.50%			3.87%			7.58%			117,320
Home Re 2021-2						2.10%			6.50%			2.98%			7.31%			209,994
Home Re 2022-1						2.75%			6.75%			3.19%			7.56%			383,499
2022 Traditional XOL						2.60%			7.10%			2.75%			7.50%			137,547

(1) The percentage represents the cumulative losses as a percentage of adjusted risk in force that MGIC retains prior to the XOL taking losses.

(2) The percentage represents the cumulative losses as a percentage of adjusted risk in force that must be reached before MGIC begins absorbing losses after the XOL layer.

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In October, 2023 Home Re 2019-1 Ltd., Home Re 2021-1 Ltd., and Home Re 2021-2 Ltd conducted tender offers for certain tranches of the mortgage insurance-linked notes that supported the reinsurance agreements with MGIC. The tender offer resulted in the reduction in the insurance-linked notes of $187.1 million for the Home Re 2019-1 Ltd, $91.1 million for the Home Re 2021-1 Ltd., and $106.7 million for the Home Re 2021-2 Ltd. The reinsurance coverage corresponding to the tendered notes was terminated. MGIC will incur approximately $8.0 million of additional ceded premium in the fourth quarter associated with the cost of the tender premiums and associated expenses.

Also in October, 2023, MGIC entered into a $330.2 million excess-of-loss reinsurance agreement (executed through an insurance linked note transaction) that covers policies with inforce dates from June 1, 2022 through August 31, 2023.

Ceded premiums on our XOL Transactions were $17.5 million and $51.8 million, respectively, for the three and nine months ended September 30, 2023, and $19.9 million and $50.9 million, respectively, for the three and nine months ended September 30, 2022.

See Note 4 - “Reinsurance" to our consolidated financial statements for additional discussion of our QSR and XOL Transactions.

Investment income

Comparative quarterly and year to date results

Net investment income in the three and nine months ended September 30, 2023 was $55.4 million and $156.9 million, respectively, compared with $42.5 million and $121.1 million, in comparison to the corresponding periods in the prior year. The increase in net investment income was primarily due to an increase of approximately 80 basis points in the average investment yields.

Losses and expenses

									Three Months Ended September 30,																		Nine Months Ended September 30,
(In millions)									2023						2022						% Change						2023						2022						% Change
Losses incurred, net									$	(0.1)					$	(105.1)					100						$	(11.3)					$	(223.4)					95
Amortization of deferred policy acquisition costs									2.8						3.2						(13)						7.9						8.9						(11)
Other underwriting and operating expenses, net									50.1						58.5						(14)						174.2						166.7						4
Loss on debt extinguishment									—						11.6						N/M						—						40.1						N/M
Interest expense									9.3						10.3						(10)						28.0						38.7						(28)
Total losses and expenses (1)									$	62.1					$	(21.5)					(389)						$	198.8					$	30.9					543
(1) May not foot due to rounding

Losses incurred, net

As discussed in “Critical Accounting Estimates” in our 2022 10-K MD&A, we establish case loss reserves for future claims on delinquent loans that were reported to us as two payments past due and have not become current or resulted in a claim payment. Such loans are referred to as being in our delinquency inventory. Case loss reserves are established based on estimating the number of loans in our delinquency inventory that will result in a claim payment, which is referred to as the claim rate, and further estimating the amount of the claim payment, which is referred to as claim severity.

IBNR reserves are established for estimated losses from delinquencies we estimate have occurred prior to the close of an accounting period but have not yet been reported to us. IBNR reserves are also established using estimated claim rates and claim severities.

Estimation of losses is inherently judgmental. Even in a stable environment, changes to our estimates could result in a material impact to our consolidated results of operations and financial position. The conditions that affect the claim rate and claim severity include the current and future state of the domestic economy, including unemployment and the current and future strength of local housing markets; exposure on insured loans; the amount of time between delinquency and claim filing (all else being equal, the longer the period between delinquency and claim filing, the greater the severity); and curtailments and rescissions. The actual amount of the claim payments may be substantially different than our loss reserve estimates. Our estimates could be adversely affected by several factors, including a deterioration of regional or national economic conditions, including unemployment, leading to a reduction in borrowers’ income and thus their ability to make mortgage payments, the impact of past and future government initiatives and actions taken by the GSEs (including mortgage forbearance programs and foreclosure moratoriums), and a drop in housing values which may affect borrower willingness to continue to make mortgage payments when the value of the home is below the mortgage balance. Loss reserves in future periods will also be dependent on the number of loans reported to us as delinquent.

Prior to the COVID-19 pandemic, losses incurred followed a seasonal trend in which the second half of the year has weaker credit performance than the first half, with higher new notice activity and a lower cure rate. The state of the economy, local housing markets and various other factors may result in delinquencies not following the typical pattern.

For information on how pandemics and other natural disasters could affect losses incurred, net see our Risk Factors titled “Pandemics, hurricanes and other natural disasters may impact our incurred losses, the amount and timing of paid claims, our inventory of notices of default and our Minimum Required Assets under PMIERs". As discussed in our Risk Factor titled “Because we establish loss reserves

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only upon a loan delinquency rather than based on estimates of our ultimate losses on risk in force, losses may have a disproportionate adverse effect on our earnings in certain periods” if we have not received a notice of delinquency with respect to a loan and if we have not estimated the loan to be delinquent as of September 30, 2023 through our IBNR reserve, then we have not yet recorded an incurred loss with respect to that loan.

Our estimates are also affected by any agreements we enter into regarding our claims paying practices.

Comparative quarterly results

Losses incurred, net for the third quarter of 2023 were $(0.1) million, an increase of $105.0 million compared to the third quarter of 2022 losses incurred, net of $(105.1) million. While new delinquency notices added approximately $48.1 million for the three months ended September 30, 2023, our re-estimation of loss reserves on previously received delinquency notices resulted in favorable development of approximately $48.2 million. For the three months ended September 30, 2022, new delinquency notices added approximately $35.9 million, offset by our re-estimation of loss reserves on previously received delinquency notices resulting in favorable development of approximately $140.9 million. The favorable development for both periods primarily resulted from a decrease in the expected claim rate on previously received delinquencies. Home price appreciation experienced in recent years has allowed some borrowers to cure their delinquencies through the sale of their property.

Comparative year to date results

Losses incurred, net for the nine months ended September 30, 2023 were $(11.3) million, an increase of $212.1 million compared with losses incurred of $(223.4) million for the nine months ended September 30, 2022. While new delinquency notices added approximately $137.6 million for the nine months ended September 30, 2023, our re-estimation of loss reserves on previously received delinquency notices resulting in favorable development of approximately $148.9 million. For the nine months ended September 30, 2022, new delinquency notices added approximately $104.1 million, offset by our re-estimation of loss reserves on previously received delinquency notices resulting in favorable development of approximately $327.5 million. The favorable development for both periods primarily resulted from a decrease in the expected claim rate on previously received delinquencies. Home price appreciation experienced in recent years has allowed some borrowers to cure their delinquencies through the sale of their property.

Composition of losses incurred
			Three Months Ended September 30,												Nine Months Ended September 30,
(in millions)			2023						2022						2023						2022
Current year / New notices			$48.1						$35.9						$137.6						$104.1
Prior year reserve development			(48.2)						(140.9)						(148.9)						(327.5)
Losses incurred, net (1)			$(0.1)						$(105.1)						$(11.3)						$(223.4)
(1) May not foot due to rounding

Loss ratio

The loss ratio is the ratio, expressed as a percentage, of the sum of losses incurred, net to net premiums earned. The loss ratio was 0.0% and (1.6)% for the three and nine months ended September 30, 2023, compared with (41.7%) and (29.3%), respectively, for the corresponding periods in the prior year. The increase in the loss ratio for the three and nine months ended September 30, 2023 compared to the respective prior year period was primarily due to the increase in losses incurred discussed above.

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New notice claim rate

The table below presents our new delinquency notices received, delinquency inventory, and the average number of missed payments for the loans in our delinquency inventory by policy year:

New notices and delinquency inventory during the three and nine months ended and as of:
September 30, 2023
Policy Year			New Delinquency Notices Received in the Three Months Ended			New Delinquency Notices Received in the Nine Months Ended			Delinquency Inventory			Avg. Number of Missed Payments of Delinquency Inventory
2004 and prior			883			2,543			2,109			19
2005-2008			2,889			8,158			7,236			18
2009-2015			631			2,009			1,506			11
2016			451			1,346			927			10
2017			666			1,862			1,369			9
2018			786			2,286			1,713			9
2019			772			2,236			1,512			8
2020			1,310			3,662			2,274			6
2021			2,268			6,272			3,806			5
2022			1,426			3,543			2,143			5
2023			158			200			125			3
Total			12,240			34,117			24,720			11
Claim rate on new notices (1)			7.5		%
September 30, 2022
Policy Year			New Delinquency Notices Received in the Three Months Ended			New Delinquency Notices Received in the Nine Months Ended			Delinquency Inventory			Avg. Number of Missed Payments of Delinquency Inventory
2004 and prior			937			2,771			2,486			19
2005-2008			2,960			8,815			8,633			19
2009-2015			758			2,308			2,123			13
2016			519			1,549			1,308			11
2017			708			2,064			1,781			11
2018			834			2,387			2,106			10
2019			819			2,363			1,893			10
2020			1,252			3,680			2,498			7
2021			1,781			4,593			2,688			5
2022			422			559			362			3
Total			10,990			31,089			25,878			13
Claim rate on new notices (1)			7.5		%
(1) Claim rate is the respective year to date weighted average rate.

Claims severity

Factors that impact claim severity include:

è						economic conditions at time of claim filing, including home prices compared to home prices at the time of placement of coverage,
è						exposure of the loan, which is the unpaid principal balance of the loan times our insurance coverage percentage,
è						length of time between delinquency and claim filing (which impacts the amount of interest and expenses, with a longer time between default and claim filing generally increasing severity), and
è						curtailments.

As discussed in Note 11 - “Loss Reserves,” our loss reserves estimates take into consideration trends over time, because the development of the delinquencies may vary from period to period without establishing a meaningful trend. An increase in third party property sales prior to claim settlement has resulted in a decrease in the average claim paid and the average claim paid as a percentage of exposure in recent years. At the start of the COVID-19 pandemic, the level of claims received decreased. Claim activity and the average claims paid as a percentage of exposure has not yet returned to pre-COVID-19 levels. The magnitude and timing of the increases are uncertain.

The majority of loans insured prior to 2009 (which represent 38% of the loans in the delinquency inventory) are covered by master policy terms that, except under certain circumstances, do not limit the number of years that an insured can include interest when filing a claim.

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Under our current master policy terms, an insured can include accumulated interest when filing a claim only for the first three years the loan is delinquent. In each case, the insured must comply with its obligations under the terms of the applicable master policy.

Claims severity trend for claims paid during the period
Period						Average exposure on claim paid						Average claim paid						% Paid to exposure						Average number of missed payments at claim received date
Q3 2023						43,414						28,538						65.7		%				41
Q2 2023						40,013						29,803						74.5		%				43
Q1 2023						37,412						28,227						75.4		%				42
Q4 2022						38,903						28,492						73.2		%				41
Q3 2022						37,625						23,461						62.4		%				46
Q2 2022						44,106						27,374						62.1		%				41
Q1 2022						38,009						27,662						72.8		%				45
Note: Table excludes material settlements. Settlements include amounts paid in settlement disputes for claims paying practices and/or commutations of policies.

The length of time a loan is in the delinquency inventory (see Note 11 - “Loss Reserves,” table 11.4) can differ from the number of payments that the borrower has not made or is considered delinquent. These differences typically result from a borrower making monthly payments that do not result in the loan becoming fully current. Generally, a defaulted loan with more missed payments is more likely to result in a claim. The number of payments that a borrower is delinquent is shown in the following table.

Delinquency inventory - number of payments delinquent
									September 30, 2023						December 31, 2022						September 30, 2022
3 payments or less									11,867						11,484						10,137
4-11 payments									7,570						8,026						7,831
12 payments or more (1)									5,283						6,877						7,910
Total									24,720						26,387						25,878
3 payments or less									48		%				44		%				40		%
4-11 payments									31		%				30		%				30		%
12 payments or more									21		%				26		%				30		%
Total									100		%				100		%				100		%

(1)Approximately 34%, 28%, and 25% of the primary delinquency inventory with 12 payments or more delinquent has at least 36 payments delinquent as of September 30, 2023, December 31, 2022, and September 30, 2022, respectively.

Net losses and LAE paid

Net losses and LAE paid in the three and nine months ended September 30, 2023 were consistent with the same period in the prior year. Our claims paid activity slowed at the start of the COVID-19 pandemic primarily due to forbearance and foreclosure moratoriums put in place, and it has not yet appreciably increased from those suppressed levels. Home price appreciation experienced in recent years has allowed some borrowers to cure their delinquencies through the sale of their property. In addition, an increase in third party property sales prior to claim settlement, has resulted in a decrease in the average claim paid on the claims we do receive. We expect net losses and LAE paid to increase, however, the magnitude and timing of the increases are uncertain.

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The following table presents our net losses and LAE paid for the three and nine months ended September 30, 2023 and 2022.

Net losses and LAE paid
									Three Months Ended September 30,												Nine Months Ended September 30,
(In millions)									2023						2022						2023						2022
Total primary (excluding settlements)									$	10					$	8					$	29					$	26
Claims paying practices and NPL settlements									—						1						—						5
Direct losses paid									10						9						29						31
Reinsurance									(1)						—						(1)						(1)
Net losses paid									9						9						28						30
LAE									2						2						5						6
Net losses and LAE paid									$	11					$	11					$	33					$	36
Average Claim Paid									$	28,538					$	23,461					$	28,876					$	26,121

The primary average claim paid can vary materially from period to period based upon a variety of factors, including the local market conditions, average loan amount, average coverage percentage, the amount of time between delinquency and claim filing, and our loss mitigation efforts on loans for which claims are paid.

The primary average RIF on delinquent loans at September 30, 2023, December 31, 2022 and September 30, 2022 for the top 5 jurisdictions (based on the September 30, 2023 delinquency inventory) appears in the following table.

Primary average RIF - delinquent loans
						September 30, 2023						December 31, 2022						September 30, 2022
Florida						$	61,596					$	59,515					$	57,393
Texas						58,582						53,364						52,111
Illinois						42,603						41,640						41,160
Pennsylvania						42,858						40,993						40,723
New York						77,444						74,760						75,236
All other jurisdictions						55,229						51,693						50,606
All jurisdictions						$	55,717					$	52,511					$	51,403

The primary average RIF on all loans was $66,962, $64,784, and $63,951 at September 30, 2023, December 31, 2022, and September 30, 2022, respectively.

Loss reserves

The gross reserves at September 30, 2023, December 31, 2022, and September 30, 2022 appear in the table below.

Gross reserves
									September 30, 2023						December 31, 2022						September 30, 2022
Primary:
Direct case loss reserves (in millions)									$	467					$	498					$	540
Direct IBNR and LAE reserves									55						56						59
Total primary direct loss reserves									$	522					$	554					$	599
Ending delinquent inventory												24,720						26,387						25,878
Percentage of loans delinquent (delinquency rate)												2.14		%				2.22		%				2.17		%
Average total primary loss reserves per delinquency												$	21,119					$	20,994					$	23,128
Primary claims received inventory included in ending delinquent inventory												284						267						244
Other gross reserves (1) (in millions)									$	4					$	4					$	4

(1)Other Gross Reserves includes direct and assumed reserves that are not included within our primary loss reserves.  

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The primary delinquency inventory for the top 15 jurisdictions (based on September 30, 2023 delinquency inventory) at September 30, 2023, December 31, 2022 and September 30, 2022 appears in the following table.

Primary delinquency inventory by jurisdiction
																		September 30, 2023						December 31, 2022						September 30, 2022
Florida *																		2,025						2,414						2,013
Texas																		1,909						1,935						1,911
Illinois *																		1,547						1,640						1,708
Pennsylvania *																		1,466						1,525						1,500
New York *																		1,370						1,399						1,421
California																		1,325						1,336						1,340
Ohio *																		1,221						1,322						1,227
Michigan																		1,016						965						999
Georgia																		940						954						958
New Jersey *																		767						841						835
North Carolina																		666						753						764
Maryland																		659						719						715
Indiana *																		617						622						574
Minnesota																		541						573						574
Wisconsin *																		528						542						555
All other jurisdictions																		8,123						8,847						8,784
Total																		24,720						26,387						25,878

Note: Asterisk denotes jurisdictions in the table above that predominately use a judicial foreclosure process, which generally increases the amount of time it takes for a foreclosure to be completed.

The primary delinquency inventory by policy year at September 30, 2023, December 31, 2022 and September 30, 2022 appears in the following table.

Primary delinquency inventory by policy year
						September 30, 2023						December 31, 2022						September 30, 2022
Policy year:
2004 and prior						2,109						2,471						2,486
2004 and prior %						9		%				9		%				10		%
2005						1,296						1,438						1,456
2006						2,125						2,388						2,427
2007						3,114						3,680						3,860
2008						701						811						890
2005 - 2008 %						29		%				32		%				33		%
2009						42						51						52
2010						31						31						43
2011						22						43						52
2012						58						72						81
2013						175						243						270
2014						458						633						668
2015						720						944						957
2009 - 2015 %						6		%				8		%				8		%
2016						927						1,249						1,308
2017						1,369						1,719						1,781
2018						1,713						2,060						2,106
2019						1,512						1,823						1,893
2020						2,274						2,558						2,498
2021						3,806						3,307						2,688
2022						2,143						866						362
2023						125						—						—
2016 and later %						56		%				51		%				49		%
Total						24,720						26,387						25,878

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On our primary business, the highest claim frequency years have typically been the third and fourth year after loan origination. However, the pattern of claim frequency can be affected by many factors, including persistency and deteriorating economic conditions. Deteriorating economic conditions can result in increasing claims following a period of declining claims. As of September 30, 2023, 65% of our primary RIF was written subsequent to December 31, 2020, 83% of our primary RIF was written subsequent to December 31, 2019, and 88% of our primary RIF was written subsequent to December 31, 2018.

Underwriting and other expenses, net

Underwriting and other expenses includes items such as employee compensation costs, fees for professional and consulting services, depreciation and maintenance expense, and premium taxes, and are reported net of ceding commissions.

Underwriting and other expenses, net for the three and nine months ended September 30, 2023, were $50.1 million and $174.2 million, respectively, compared with $58.5 million and $166.7 million, for the corresponding periods in the prior year. Underwriting and other expenses, net decreased during the three months ended September 30, 2023 compared with the same period in the prior year primarily due to a decrease in expenses related to professional and consulting services as well as a decrease in pension expenses related to settlement accounting charges.

The increase in underwriting and other expenses, net for the nine months ended September 30, 2023 was primarily due to an increase in performance based employee compensation, and an increase in postretirement benefit expenses, offset partially by a decrease in expenses related to professional and consulting services and a decrease in pension expenses related to settlement accounting charges. We will incur additional settlement accounting charges during the remainder of 2023; however, the magnitude and timing is uncertain.

						Three Months Ended September 30,												Nine Months Ended September 30,
						2023						2022						2023						2022
Underwriting expense ratio						22.2		%				24.6		%				25.8		%				23.3		%

The underwriting expense ratio is the ratio, expressed as a percentage, of the underwriting and operating expenses, net and amortization of DAC of our combined insurance operations (which excludes underwriting and operating expenses of our non-insurance subsidiaries) to net premiums written. The underwriting expense ratio for the three months ended September 30, 2023, decreased compared with the same period in the prior year primarily due to a decrease in underwriting and other expenses, net, partially offset by a decrease in net premiums written. The underwriting expense ratio for the nine months ended September 30, 2023 increased compared with the same period in the prior year primarily due to an increase in underwriting expenses and a decrease in net premiums written.

Loss on debt extinguishment

We did not record a loss on debt extinguishment in the nine months ended September 30, 2023, associated with the redemption of our 9% Debenture. For the nine months ended September 30, 2022, we recorded a loss on debt extinguishment of $40.1 million, related to a loss of $32.0 million on the repurchase of $88.9 million in aggregate principal of our 9% Debentures, a loss of $6.8 million on the redemption of our 2023 Senior Notes at costs in excess of their carrying value, and a prepayment fee of $1.3 million on the repayment of our FHLB advance. See Note 3 - “Debt” to our consolidated financial statements for a discussion of the 9% Debenture conversion in 2023.

Provision for income taxes and effective tax rate

Income tax provision and effective tax rate
									Three Months Ended September 30,												Nine Months Ended September 30,
(In millions, except rate)									2023						2022						2023						2022
Income before tax									$	234.4					$	314.3					$	672.4					$	849.6
Provision for income taxes									$	51.6					$	64.6					$	143.9					$	175.7
Effective tax rate									22.0		%				20.6		%				21.4		%				20.7		%

Our effective tax rate for the three and nine months ended September 30, 2023 and 2022 approximated the statutory tax rate of 21%.

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Balance Sheet Review

The following sections mainly focus on the major developments on our Consolidated Balance Sheet since December 31, 2022.

Consolidated balance sheets - Assets

(in thousands)			September 30, 2023						December 31, 2022						% Change
Investments			$	5,596,336					$	5,424,688					3
Cash and cash equivalents			266,543						327,384						(19)
Reinsurance recoverable on loss reserves			40,934						28,240						45
Reinsurance recoverable on paid losses			265						18,081						(99)
Deferred incomes taxes, net			132,030						124,769						6
Other assets			295,571						290,631						2
Total Assets			$	6,331,679					$	6,213,793					2

Investments - Our investments increased to $5.6 billion as of September 30, 2023 from $5.4 billion as of December 31, 2022. The increase is primarily due to net investment purchases, offset by a decrease in the fair value of our investment portfolio due to the increase in the prevailing market interest rates.

The average duration and investment yield of our investment portfolio as of September 30, 2023 and December 31, 2022 are shown in the table below.

Portfolio duration and embedded investment yield
									September 30, 2023						December 31, 2022
Duration (in years)									4.1						4.3
Pre-tax yield (1)									3.6%						3.0%
After-tax yield (1)									2.9%						2.5%

(1)Embedded investment yield is calculated on a yield-to-worst basis.

The security ratings of our fixed income investments as of September 30, 2023 and December 31, 2022 are shown in the following table.

Fixed income security ratings
						Security Ratings (1)
Period						AAA			AA			A			BBB
September 30, 2023						13%			34%			34%			19%
December 31, 2022						18%			28%			34%			20%

(1)Ratings are provided by one or more of: Moody's, Standard & Poor's and Fitch Ratings. If three ratings are available, the middle rating is used, otherwise the lowest rating is used.

The decrease in fixed income securities with an AAA rating at September 30, 2023 was primarily from the downgrade of the United States government’s credit rating to AA+ by Fitch in the third quarter.

Cash and cash equivalents - Our cash and cash equivalents balance decreased to $266.5 million as of September 30, 2023, from $327.4 million as of December 31, 2022, as net cash generated from operating activities was offset by cash used in investing and financing activities.

Reinsurance recoverable on paid losses - Reinsurance recoverable on paid losses decreased to $0.3 million at September 30, 2023, from $18.1 million at December 31, 2022. At December 31, 2022 the reinsurance recoverable on paid losses is primarily composed of losses recoverable from reinsurers at the time of termination of the 2015 and 2019 QSR Transactions. Generally, in a reinsurance termination, amounts for any incurred but unpaid losses are due to us from the reinsurers.

Income Taxes - Our current income tax receivable was $8.8 million and $5.3 million at September 30, 2023 and December 31, 2022, respectively and is included as a component of other assets in our consolidated balance sheets. Our deferred tax asset was $132.0 million and $124.8 million at September 30, 2023 and December 31, 2022, respectively. The change in our deferred income tax asset was primarily due to the tax effect of unrealized losses generated by the investment portfolio during the first nine months of 2023. We owned $806.2 million and $661.7 million of tax and loss bonds at September 30, 2023 and December 31, 2022, respectively.

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Consolidated balance sheets - Liabilities and equity

(in thousands)			September 30, 2023						December 31, 2022						% Change
Loss reserves			$	525,528					$	557,988					(6)
Unearned premiums			165,093						195,289						(15)
Long-term debt			642,828						662,810						(3)
Other liabilities			143,525						154,966						(7)
Total Liabilities			$	1,476,974					$	1,571,053					(6)
Common stock			371,353						371,353						—
Paid-in capital			1,799,624						1,798,842						—
Treasury stock			(1,260,422)						(1,050,238)						20
Accumulated other comprehensive income (loss), net of tax			(496,895)						(481,511)						(3)
Retained earnings			4,441,045						4,004,294						11
Shareholders’ equity			$	4,854,705					$	4,642,740					5

Loss reserves and Reinsurance recoverable on loss reserves - Our loss reserves include estimates of losses and settlement expenses on (1) loans in our delinquency inventory (known as case reserves), (2) IBNR delinquencies, and (3) LAE. Our gross reserves are reduced by reinsurance recoverable on loss reserves to calculate a net reserve balance. Loss reserves decreased to $525.5 million as of September 30, 2023, from $558.0 million as of December 31, 2022. The decrease in loss reserves is primarily from favorable development of $148.9 million on previously received delinquency notices, partially offset by loss reserves established on new notices. Reinsurance recoverables on loss reserves were $40.9 million and $28.2 million as of September 30, 2023 and December 31, 2022, respectively.

Long-term debt - The decrease in our long-term debt at September 2023, was the result of the conversion of our 9% Debentures in September 2023. Under the terms of our 9% Debentures, we exercised our option to redeem the outstanding principal of $21.1 million. Prior to the redemption date, substantially all holders elected to convert into shares of our common stock. We elected to pay cash in lieu of issuing shares.

Unearned premiums - Our unearned premium decreased to $165.1 million as of September 30, 2023 from $195.3 million as of December 31, 2022 primarily due to the run-off of our existing portfolio of single premium policies outpacing the level of NIW from single premium policies.

Shareholder’s equity - The increase in shareholders’ equity primarily relates to net income, partially offset by repurchases of our common stock and dividends paid to shareholders in the nine months ended September 30, 2023.

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Liquidity and Capital Resources

Consolidated Cash Flow Analysis

We have three primary types of cash flows: (1) operating cash flows, which consist mainly of cash generated by our insurance operations and income earned on our investment portfolio, less amounts paid for claims, interest expense and operating expenses, (2) investing cash flows related to the purchase, sale and maturity of investments and purchases of property and equipment and (3) financing cash flows generally from activities that impact our capital structure, such as changes in debt and shares outstanding, and dividend payments. The following table summarizes our consolidated cash flows from operating, investing and financing activities:

Summary of consolidated cash flows
									Nine Months Ended September 30,
(In thousands)									2023						2022
Total cash provided by (used in):
Operating activities									$	526,716					$	483,793
Investing activities									(240,754)						380,962
Financing activities									(343,750)						(919,955)
Increase (decrease) in cash and cash equivalents and restricted cash and cash equivalents									$	(57,788)					$	(55,200)

Net cash provided by operating activities for the nine months ended September 30, 2023 increased when compared with the same period of 2022 primarily due to decreases in income taxes paid, interest expense paid on our outstanding debt obligations, and underwriting expenses paid, and an increase in investment income collected. This was offset by an increase in losses paid, net of the reinsurance recoverable on paid losses and a decrease in net premiums received.

We also have purchase obligations totaling approximately $17.1 million which consist primarily of contracts related to our continued investment in our information technology infrastructure in the normal course of business. The majority of these obligations are under contracts that give us cancellation rights with notice. In the next twelve months we anticipate we will pay approximately $5.9 million for our purchase obligations.

Future contributions to our qualified pension plan are impacted by the net funded status (the market value of our plan assets compared to the projected benefit obligation).

Net cash used in investing activities for the nine months ended September 30, 2023 primarily reflects purchases of fixed income securities during the period that exceeded sales and maturities of fixed income securities during the period as cash from operations was available for additional investment. Net cash provided by investing activities for the nine months ended September 30, 2022 primarily reflects sales and maturities of fixed income securities during the period that exceeded purchases as proceeds were used in financing activities.

Net cash used in financing activities for the nine months ended September 30, 2023 primarily reflects the repurchases of our common stock, dividends to shareholders, and the conversion of our 9% Debentures. Net cash used in financing activities for the nine months ended September 30, 2022 primarily reflects repurchases of our common stock, repayment of our 5.75% Notes and our FHLB Advance, the repurchase of a portion of our 9% Debentures, and dividends paid to shareholders.

Capitalization

Debt - holding company

As of September 30, 2023, our holding company’s debt obligations were $650.0 million in aggregate principal amount consisting of our 5.25% Notes due in 2028. See Note 7 – “Debt” to our consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2022 for additional information about the terms of our indebtedness. The description in Note 7 - “Debt” to our consolidated financial statements in our Annual Report on Form 10-K is qualified in its entirety by the terms of the notes.

Liquidity analysis - holding company

As of September 30, 2023, we had approximately $723.0 million in cash and investments at our holding company. Resources are maintained to service our debt interest expense, pay debt maturities, repurchase debt, and to settle intercompany obligations. We also use holding company resources to repurchase shares and pay dividends to shareholders. While these assets are held, we generate investment income that serves to offset a portion of our cash requirements. The payment of dividends from MGIC are the principal sources of holding company cash inflow and their payment is restricted by insurance regulation. See Note 14 - “Statutory Information” to our consolidated financial statement for additional information about MGIC’s dividend restrictions. The payment of dividends from MGIC is also influenced by our view of the appropriate level of PMIERs Available Assets to maintain in excess of Minimum Required Assets. Other sources of holding company liquidity include raising capital in the public markets. The ability to raise capital in the public markets is subject to prevailing market conditions, investor demand for the securities to be issued, and our deemed creditworthiness.

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In the nine months ended September 30, 2023, we paid $91.1 million in dividends to shareholders. On October 26, the Board of Directors declared a quarterly cash dividend to the holders of the company’s common stock of $0.115 per share to shareholders of record on November 9, 2023.

In the nine months ended September 30, 2023, our holding company cash and investments increased by $76.0 million. The net unrealized losses on our holding company investment portfolio were approximately $9.1 million at September 30, 2023, and the portfolio had a modified duration of approximately 1.3 years.

Significant cash and investments inflows at our holding company during the nine months ended September 30, 2023:

•$300.0 million dividend received from MGIC

•$110.2 million intercompany tax receipts, and

•$14.6 million of investment income.

Significant cash outflows at our holding company during the nine months ended September 30, 2023:

•$214.6 million of net share repurchase transactions,

•$91.1 million of cash dividends paid to shareholders,

•$35.1 million of interest payments on our outstanding debt obligations, and

•$28.6 million cash paid in lieu of issuing shares on the conversion of our 9% Debentures.

MGIC paid $300.0 million in dividends to our holding company in the nine months ended September 30, 2023. Future dividend payments from MGIC to the holding company will be determined in consultation with the board, and after considering any updated estimates about our business. We ask the Wisconsin OCI not to object before MGIC pays dividends to the holding company. In October 2023, MGIC paid a $300 million dividend to our holding company.

In the nine months ended September 30, 2023, we repurchased 14.7 million shares of our common stock using $217.8 million of holding company cash. As of September 30, 2023 we had remaining authorization to repurchase $396.0 million of our common stock through July 1, 2025 under a share repurchase program approved by our Board of Directors in April 2023. Through October 27, 2023, we repurchased an additional 2.2 million shares totaling $36.5 million under the remaining authorization.

Over the next twelve months the principal demand on our holding company resources will be interest payments on our 5.25% Notes approximating $34.1 million and dividends to shareholders. We believe our holding company has sufficient sources of liquidity to meet its payment obligations for the foreseeable future.

We may also use additional holding company cash to repurchase additional shares. Such repurchases may be material, may be made for cash (funded by debt) and/or exchanges for other securities, and may be made in open market purchases (including through 10b5-1 plans), privately negotiated acquisitions or other transactions. See "Overview-Capital" of this MD&A for a discussion of our share repurchase programs.

Debt at subsidiaries

MGIC did not have any outstanding debt obligations at September 30, 2023. MGIC is a member of the FHLB, which provides MGIC access to an additional source of liquidity via a secured lending facility. We may borrow from the FHLB at any time.

Capital Adequacy

PMIERs

As of September 30, 2023, MGIC’s Available Assets under the PMIERs totaled approximately $6.0 billion, an excess of approximately $2.4 billion over its Minimum Required Assets; and MGIC is in compliance with the requirements of the PMIERs and eligible to insure loans delivered to or purchased by the GSEs. Our reinsurance transactions provided an aggregate of approximately $2.2 billion of capital credit under the PMIERs as of September 30, 2023. Refer to Note 4 - “Reinsurance” to our consolidated financial statements for additional information on our reinsurance transactions.

The PMIERs generally require us to hold significantly more Minimum Required Assets for delinquent loans than for performing loans and the Minimum Required Assets required to be held increases as the number of payments missed on a delinquent loan increases. Refer to “Overview - Capital - GSEs” of this MD&A and our risk factor titled “We may not continue to meet the GSEs’ private mortgage insurer eligibility requirements and our returns may decrease if we are required to maintain more capital in order to maintain our eligibility” for further discussion of PMIERs.

Risk-to-capital

We compute our risk-to-capital ratio on a separate company statutory basis, as well as on a combined insurance operations basis. The risk-to-capital ratio is our net RIF divided by our policyholders’ position. Our net RIF includes both primary and pool risk in force, net of reinsurance and excludes risk on policies that are currently in default and for which case loss reserves have been established and the risk covered by reinsurance. The risk amount includes pools of loans with contractual aggregate loss limits and without these limits.

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MGIC’s policyholders’ position consists primarily of statutory policyholders’ surplus (which increases as a result of statutory net income and decreases as a result of statutory net loss and dividends paid), plus the statutory contingency loss reserve. The statutory contingency loss reserve is reported as a liability on the statutory balance sheet. A mortgage insurance company is required to make annual additions to a contingency loss reserve of approximately 50% of earned premiums. These contributions must generally be maintained for a period of ten years. However, with regulatory approval a mortgage insurance company may make early withdrawals from the contingency loss reserve when incurred losses exceed 35% of earned premiums in a calendar year.

The table below presents our risk-to-capital calculation:

Risk-to-capital - MGIC
(In millions, except ratio)									September 30, 2023						December 31, 2022
RIF - net (1)									56,032						$	56,292
Statutory policyholders’ surplus									855						921
Statutory contingency loss reserve									5,002						4,597
Statutory policyholders’ position									$	5,857					$	5,518
Risk-to-capital									9.6:1						10.2:1

(1)RIF – net, as shown in the table above is net of reinsurance and exposure on policies currently delinquent ($1.5 billion at September 30, 2023 and $1.4 billion at December 31, 2022) for which loss reserves have been established.

For additional information regarding regulatory capital see Note 14 – “Statutory Information” to our consolidated financial statements as well as our Risk Factor titled “State Capital requirements may prevent us from continuing to write new insurance on an uninterrupted basis.”

Financial Strength Ratings

MGIC financial strength ratings

Rating Agency

Rating

Outlook

Moody’s Investor Services

A3

Stable

Standard and Poor’s Rating Services

BBB+

Stable

A.M. Best

A-

Positive

MAC financial strength ratings

Rating Agency

Rating

Outlook

A.M. Best

A-

Positive

For further information about the importance of MGIC’s ratings, see our Risk Factor titled “Competition or changes in our relationships with our customers could reduce our revenues, reduce our premium yields and / or increase our losses.”

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Forward Looking Statements and Risk Factors

General: Our business, results of operations, and financial condition could be affected by the Risk Factors referred to under “Location of Risk Factors” below. These Risk Factors are an integral part of Management’s Discussion and Analysis.

These factors may also cause actual results to differ materially from the results contemplated by forward looking statements that we may make. Forward looking statements consist of statements which relate to matters other than historical fact. Among others, statements that include words such as we “believe,” “anticipate” or “expect,” or words of similar import, are forward looking statements. These Risk Factors speak only as of the date of this filing and are subject to change without notice as the Company cannot predict all risks relating to this evolving set of events. We are not undertaking any obligation to update any forward looking statements we may make even though these statements may be affected by events or circumstances occurring after the forward looking statements were made. Therefore, no reader of this document should rely on these statements being current as of any time other than the time at which this document was filed with the Securities and Exchange Commission.

While we communicate with security analysts from time to time, it is against our policy to disclose to them any material non-public information or other confidential information. Accordingly, investors should not assume that we agree with any statement or report issued by any analyst irrespective of the content of the statement or report, and such reports are not our responsibility.

Location of Risk Factors: The Risk Factors are in Item 1 A of our Annual Report on Form 10-K for the year ended December 31, 2022, as supplemented by Part II, Item 1 A of our quarterly report on Form 10Q for the quarters ended March 31, 2023 and June 30, 2023, and Part II, Item 1 A of this Quarterly Report on Form 10-Q. The Risk Factors in the 10-K, as supplemented by this 10‑Qs and through updating of various statistical and other information, are reproduced in Exhibit 99 to this Quarterly Report on Form 10-Q.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Our investment portfolio is essentially a fixed income portfolio and is exposed to market risk. Important drivers of the market risk are credit spread risk and interest rate risk.

Credit spread risk is the risk that we will incur a loss due to adverse changes in credit spreads. Credit spread is the additional yield on fixed income securities above the risk-free rate (typically referenced as the yield on U.S. Treasury securities) that market participants require to compensate them for assuming credit, liquidity and/or prepayment risks.

We manage credit risk via our investment policy guidelines which primarily place our investments in investment grade securities and limit the amount of our credit exposure to any one issue, issuer and type of instrument. Guideline and investment portfolio detail is available in "Business – Section E, Investment Portfolio" in Item 1 of our Annual Report on Form 10-K for the year ended December 31, 2022.

Interest rate risk is the risk that we will incur a loss due to adverse changes in interest rates relative to the characteristics of our interest bearing assets.

One of the measures used to quantify this exposure is modified duration. Modified duration measures the price sensitivity of the assets to the changes in spreads. At September 30, 2023, the modified duration of our fixed income investment portfolio was 4.1 years, which means that an instantaneous parallel shift in the yield curve of 100 basis points would result in a change of 4.1% in the fair value of our fixed income portfolio. For an upward shift in the yield curve, the fair value of our portfolio would decrease and for a downward shift in the yield curve, the fair value would increase. See Note 7 – “Investments” to our consolidated financial statements for additional disclosure surrounding our investment portfolio.

Item 4. Controls and Procedures

Our management, with the participation of our principal executive officer and principal financial officer, has evaluated our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended), as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on such evaluation, our principal executive officer and principal financial officer concluded that such controls and procedures were effective as of the end of such period. There was no change in our internal control over financial reporting that occurred during the third quarter of 2023 that materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

Certain legal proceedings arising in the ordinary course of business may be filed or pending against us from time to time. For information about such legal proceedings, you should review Note 5 - “Litigation and Contingencies” to our consolidated financial statements and our Risk Factor titled “We are subject to the risk of legal proceedings in the future” in Exhibit 99.

Item 1 A. Risk Factors

With the exception of the changes described and set forth below, there have been no material changes in our Risk Factors from the risk factors disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. The risk factors in the 10-K, as supplemented by this 10-Q and through updating of various statistical and other information, are reproduced in their entirety in Exhibit 99 to this Quarterly Report on Form 10‑Q.

The ICE Benchmark Administration, the administrator of LIBOR, ceased publishing all USD LIBOR tenors on June 30, 2023. We evaluated the impact of the discontinuance of LIBOR on our consolidated financial statements and determined it will not have a material impact. As such, the risk factor titled “The Company may be adversely impacted by the transition from LIBOR as a reference rate“ has been deleted.

Risk Factors Relating to Global Events

Wars and/or other global events may adversely affect the U.S. economy and our business.

Wars and/or other global events may result in increased inflation rates, strained supply chains, and increased volatility in the domestic and global financial markets. Wars and/or other global events have in the past and may continue to impact our business in various ways, including the following which are described in more detail in the remainder of these risk factors:

•The terms under which we are able to obtain excess-of-loss ("XOL") reinsurance through the insurance-linked notes ("ILN") market and the traditional reinsurance market may be negatively impacted and terms under which we are able to access those markets in the future may be limited or less attractive.

•The risk of a cybersecurity incident that affects our company may increase.

•Wars may negatively impact the domestic economy, which may increase unemployment and inflation, or decrease home prices, in each case leading to an increase in loan delinquencies.

•The volatility in the financial markets may impact the performance of our investment portfolio and our investment portfolio may include investments in companies or securities that are negatively impacted by wars and/or other global events.

Risk Factors Relating to the Mortgage Insurance Industry and its Regulation

We may not continue to meet the GSEs’ private mortgage insurer eligibility requirements and our returns may decrease if we are required to maintain more capital in order to maintain our eligibility.

We must comply with a GSE's PMIERs to be eligible to insure loans delivered to or purchased by that GSE. The PMIERs include financial requirements, as well as business, quality control and certain transaction approval requirements. The financial requirements of the PMIERs require a mortgage insurer’s “Available Assets” (generally only the most liquid assets of an insurer) to equal or exceed its “Minimum Required Assets” (which are generally based on an insurer’s book of risk in force and calculated from tables of factors with several risk dimensions, reduced for credit given for risk ceded under reinsurance agreements).

Based on our interpretation of the PMIERs, as of September 30, 2023, MGIC’s Available Assets totaled $6.0 billion, or $2.4 billion in excess of its Minimum Required Assets. MGIC is in compliance with the PMIERs and eligible to insure loans purchased by the GSEs. Our "Minimum Required Assets" reflect a credit for risk ceded under our quota share reinsurance ("QSR") and XOL reinsurance transactions, which are discussed in our risk factor titled "The mix of business we write affects our Minimum Required Assets under the PMIERs, our premium yields and the likelihood of losses occurring." The calculated credit for XOL reinsurance transactions under PMIERs is generally based on the PMIERs requirement of the covered loans and the attachment and detachment points of the coverage, all of which fluctuate over time. PMIERs credit is generally not given for the reinsured risk above the PMIERs requirement. The GSEs have discretion to further limit reinsurance credit under the PMIERs. Refer to “Consolidated Results of Operations – Reinsurance Transactions” in Part I, Item 2 of our Quarterly Report on Form 10-Q for information about the calculated PMIERs credit for our XOL transactions. There is a risk we will not receive our current level of credit in future periods for ceded risk. In addition, we may not receive the same level of credit under future reinsurance transactions that we receive under existing transactions. If MGIC is not allowed certain levels of credit under the PMIERs, under certain circumstances, MGIC may terminate the reinsurance transactions without penalty.

The PMIERs generally require us to hold significantly more Minimum Required Assets for delinquent loans than for performing loans and the Minimum Required Assets required to be held increases as the number of payments missed on a delinquent loan increases. If the number of loan delinquencies increases for reasons discussed in these risk factors, or otherwise, it may cause our Minimum Required Assets to exceed our Available Assets. We are unable to predict the ultimate number of loans that will become delinquent.

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If our Available Assets fall below our Minimum Required Assets, we would not be in compliance with the PMIERs. The PMIERs provide a list of remediation actions for a mortgage insurer's non-compliance, with additional actions possible in the GSEs' discretion. At the extreme, the GSEs may suspend or terminate our eligibility to insure loans purchased by them. Such suspension or termination would significantly reduce the volume of our NIW, the substantial majority of which is for loans delivered to or purchased by the GSEs. In addition to the increase in Minimum Required Assets associated with delinquent loans, factors that may negatively impact MGIC’s ability to continue to comply with the financial requirements of the PMIERs include the following:

•The GSEs may make the PMIERs more onerous in the future. The PMIERs provide that the GSEs may amend any provision of the PMIERs or impose additional requirements with an effective date specified by the GSEs.

•The PMIERs provide that the factors that determine Minimum Required Assets will be updated periodically, or as needed if there is a significant change in macroeconomic conditions or loan performance. The PMIERs state that the GSEs will provide notice 180 days prior to the effective date of updates to the factors that determine Minimum Required Assets; however, the GSEs may amend the PMIERs at any time, including by imposing restrictions specific to our company.

•The PMIERs may be changed in response to the final regulatory capital framework for the GSEs that was published in February 2022.

•Our future operating results may be negatively impacted by the matters discussed in the rest of these risk factors. Such matters could decrease our revenues, increase our losses or require the use of assets, thereby creating a shortfall in Available Assets.

Should capital be needed by MGIC in the future, capital contributions from our holding company may not be available due to competing demands on holding company resources, including for repayment of debt.

State capital requirements may prevent us from continuing to write new insurance on an uninterrupted basis.

The insurance laws of 16 jurisdictions, including Wisconsin, MGIC's domiciliary state, require a mortgage insurer to maintain a minimum amount of statutory capital relative to its risk in force (or a similar measure) in order for the mortgage insurer to continue to write new business. We refer to these requirements as the “State Capital Requirements.” While they vary among jurisdictions, the most common State Capital Requirements allow for a maximum risk-to-capital ratio of 25 to 1. A risk-to-capital ratio will increase if (i) the percentage decrease in capital exceeds the percentage decrease in insured risk, or (ii) the percentage increase in capital is less than the percentage increase in insured risk. Wisconsin does not regulate capital by using a risk-to-capital measure but instead requires a minimum policyholder position (“MPP”). MGIC's “policyholder position” includes its net worth, or surplus, and its contingency reserve.

At September 30, 2023, MGIC’s risk-to-capital ratio was 9.6 to 1, below the maximum allowed by the jurisdictions with State Capital Requirements, and its policyholder position was $3.8 billion above the required MPP of $2.1 billion. Our risk-to-capital ratio and MPP reflect credit for the risk ceded under our quota share reinsurance and excess of loss transactions in the traditional reinsurance and ILN markets with unaffiliated reinsurers. If MGIC is not allowed an agreed level of credit under the State Capital Requirements, MGIC may terminate the reinsurance transactions, without penalty.

The NAIC established a Mortgage Guaranty Insurance Working Group to determine and make recommendations to the NAIC’s Financial Condition Committee as to what, if any, changes to make to the solvency and other regulations relating to mortgage guaranty insurers. A draft of a revised Mortgage Guaranty Insurance Model Act was adopted by the Financial Condition Committee in July 2023 and by the Executive Committee and Plenary NAIC in August 2023. The revised Model Act includes requirements relating to, among other things: (i) capital and minimum capital requirements, and contingency reserves; (ii) restrictions on mortgage insurers’ investments in notes secured by mortgages; (iii) prudent underwriting standards and formal underwriting guidelines; (iv) the establishment of formal, internal “Mortgage Guaranty Quality Control Programs” with respect to in-force business; and (v) reinsurance and prohibitions on captive reinsurance arrangements. It is uncertain when the revised Model Act will be adopted in any jurisdiction. The provisions of the Model Act, if adopted in their final form, are not expected to have a material adverse effect on our business. It is unknown whether any changes will be made by state legislatures prior to adoption, and the effect changes, if any, will have on the mortgage guaranty insurance market generally, or on our business.

While MGIC currently meets the State Capital Requirements of Wisconsin and all other jurisdictions, it could be prevented from writing new business in the future in all jurisdictions if it fails to meet the State Capital Requirements of Wisconsin, or it could be prevented from writing new business in a particular jurisdiction if it fails to meet the State Capital Requirements of that jurisdiction, and in each case if MGIC does not obtain a waiver of such requirements. It is possible that regulatory action by one or more jurisdictions, including those that do not have specific State Capital Requirements, may prevent MGIC from continuing to write new insurance in such jurisdictions. If we are unable to write business in a particular jurisdiction, lenders may be unwilling to procure insurance from us anywhere. In addition, a lender’s assessment of the future ability of our insurance operations to meet the State Capital Requirements or the PMIERs may affect its willingness to procure insurance from us. In this regard, see our risk factor titled “Competition or changes in our relationships with our customers could reduce our revenues, reduce our premium yields and/or increase our losses.” A possible future failure by MGIC to meet the State Capital Requirements or the PMIERs will not necessarily mean that MGIC lacks sufficient resources to pay claims on its insurance liabilities. You should read the rest of these risk factors for information about matters that could negatively affect MGIC’s compliance with State Capital Requirements and its claims paying resources.

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Item 2. Unregistered Sale of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

The following table provides information about purchases of MGIC Investment Corporation common stock by us during the three months ended September 30, 2023.

Share repurchases
Period Beginning						Period Ending						Total number of shares purchased						Average price paid per share						Total number of shares purchased as part of publicly announced plans or programs						Approximate dollar value of shares that may yet be purchased under the programs (1)
July 1, 2023						July 31, 2023						1,141,205						$	16.20					1,141,205						$	444,949,020
August 1, 2023						August 31, 2023						1,341,718						17.47						1,341,718						421,507,117
September 1, 2023						September 30, 2023						1,460,585						17.17						1,460,585						$	396,431,280
												3,943,508						$	16.99					3,943,508

(1)In April 2023, our Board of Directors authorized a share repurchase program under which as of September 30, 2023, we may repurchase up to an additional $396 million of our common stock through July 1, 2025. Repurchases may be made from time to time on the open market (including through 10b5-1 plans) or through privately negotiated transactions. The repurchase program may be suspended for periods or discontinued at any time.

Item 5. Other Information

During the three months ended September 30, 2023, none of our officers or directors adopted, modified or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

Item 6. Exhibits

The accompanying Index to Exhibits is incorporated by reference in answer to this portion of this Item, and except as otherwise indicated in the next sentence, the Exhibits listed in such Index are filed as part of this Form 10-Q. Exhibit 32 is not filed as part of this Form 10-Q but accompanies this Form 10-Q.

(Part II, Item 6)

Index to exhibits

Exhibit Number

Description of Exhibit

Form

Exhibit(s)

Filing Date

31.1

Certification of CEO under Section 302 of Sarbanes-Oxley Act of 2002 †

31.2

Certification of CFO under Section 302 of Sarbanes-Oxley Act of 2002 †

32

Certification of CEO and CFO under Section 906 of Sarbanes-Oxley Act of 2002 (as indicated in Item 6 of Part II, this Exhibit is not being “filed”) ††

99

Risk Factors included in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2022, as supplemented by Part II, Item 1A of our Quarterly Reports on Form 10-Q for the quarters ended March 31 and June 30, 2023 and through updating of various statistical and other information †

101.INS

Inline XBRL Instance Document

101.SCH

Inline XBRL Taxonomy Extension Schema Document

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

*     Denotes a management contract or compensatory plan.

†    Filed herewith.

††    Furnished herewith.

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SIGNATURES

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, on October 31, 2023.

			MGIC INVESTMENT CORPORATION
			/s/ Nathaniel H. Colson
			Nathaniel H. Colson
			Executive Vice President and
			Chief Financial Officer
			/s/ Julie K. Sperber
			Julie K. Sperber
			Vice President, Controller and Chief Accounting Officer

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