UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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| Date of Report (Date of Earliest Event Reported): | | April 24, 2025 |
MGIC Investment Corporation
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(Exact name of registrant as specified in its charter)
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| Wisconsin | 1-10816 | 39-1486475 |
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(State or other jurisdiction of incorporation) | _____________________
(Commission File Number) | ____________________________
(I.R.S. Employer Identification No.) |
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| 250 E. Kilbourn Avenue | Milwaukee, | Wisconsin | 53202 |
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(Address of principal executive offices) | ___________
(Zip Code) |
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| Registrant’s telephone number, including area code: | (414) | 347-6480 |
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| | Not Applicable | |
| Former name or former address, if changed since last report | |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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| 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 is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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. [ ]
Item 5.07 Submission of Matters to a Vote of Security Holders
Our Annual Meeting of Shareholders was held April 24, 2025. At that meeting, shareholders took the following actions with respect to the proposals described in our 2025 Proxy Statement:
1. The following directors were elected:
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| For | | Withheld | | Broker Non-Votes |
| Analisa M. Allen | 218,221,855 | | 440,339 | | 10,823,564 |
| C. Edward Chaplin | 216,264,728 | | 2,397,466 | | 10,823,564 |
| Curt S. Culver | 215,409,917 | | 3,252,277 | | 10,823,564 |
| Jay C. Hartzell | 218,248,074 | | 414,120 | | 10,823,564 |
| Jodeen A. Kozlak | 216,976,574 | | 1,685,620 | | 10,823,564 |
| Teresita M. Lowman | 218,222,898 | | 439,296 | | 10,823,564 |
| Timothy J. Mattke | 217,355,317 | | 1,306,877 | | 10,823,564 |
| Sheryl L. Sculley | 218,221,725 | | 440,469 | | 10,823,564 |
| Michael L. Thompson | 217,925,426 | | 736,768 | | 10,823,564 |
| Mark M. Zandi | 214,619,008 | | 4,043,186 | | 10,823,564 |
2. The compensation of our named executive officers for 2024 was approved, on an advisory basis, by the following vote:
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| For | | Against | | Abstain | | Broker Non-Votes |
| 216,768,904 | | 1,663,435 | | 229,855 | | 10,823,564 |
3. Our 2025 Omnibus Incentive Plan was approved by the following vote:
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| For | | Against | | Abstain | | Broker Non-Votes |
| 207,064,923 | | 11,442,374 | | 154,897 | | 10,823,564 |
4. The ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the year ending December 31, 2025 was approved by the following vote:
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| For | | Against | | Abstain |
| 220,300,571 | | 9,043,504 | | 141,683 |