RADIAN GROUP INC false 0000890926 0000890926 2025-06-05 2025-06-05
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 5, 2025

 

 

Radian Group Inc.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   1-11356   23-2691170

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

550 East Swedesford Road, Suite 350

Wayne, Pennsylvania, 19087

(Address of Principal Executive Offices, and Zip Code)

(215) 231-1000

(Registrant’s Telephone Number, Including Area Code)

(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 (see General Instruction A.2. below):

 

 

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:

 

Title of each class

 

Trading
Symbol(s)

 

Name of each exchange
on which registered

Common Stock, $0.001 par value per share   RDN   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company 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).

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. ☐

 

 
 


Item 1.01.   Entry into a Material Definitive Agreement.

As previously disclosed, Radian Mortgage Capital LLC (“RMC”), a subsidiary of Radian Group Inc. (the “Company”) is a party to the Uncommitted Master Repurchase Agreement, dated as of January 29, 2024 (assigned by Flagstar Bank N.A. to JPMorgan Chase Bank, National Association (“JPMorgan”), as administrative agent, effective as of July 22, 2024) to finance the acquisition of mortgage loans and related mortgage loan assets (the “JP Morgan MRA”). RMC uses the financing facility to finance its acquisition of residential mortgage loans from correspondent lenders, which are held by RMC for direct sale to mortgage investors or distribution in the capital markets through securitization. Also, as previously disclosed, in connection with the JP Morgan MRA, on January 29, 2024, the Company entered into a Guaranty Agreement in favor of JPMorgan (the “Parent Guaranty”) to guaranty the obligations of RMC under the JP Morgan MRA.

Since January 2024, RMC, the Company and JPMorgan have amended the JP Morgan MRA to increase the maximum borrowing amount, which is currently $300 million, and to extend the termination date of the JP Morgan MRA to December 12, 2025.

On June 5, 2025, RMC, the Company and JPMorgan entered into Amendment No. 2 to the JP Morgan MRA (“Amendment No. 2”) to allow RMC to request a temporary increase to the maximum borrowing amount at any time prior to the termination date of the JP Morgan MRA. Subsequently, on June 5, 2025, RMC requested a $100 million increase to the maximum borrowing amount to $400 million, which increase was approved through June 30, 2025. Amendment No. 2 includes a reaffirmation of the Company’s obligations under the Parent Guaranty. In all other respects the terms of the JP Morgan MRA, including the Parent Guaranty, remain unchanged.

The foregoing summary is qualified in its entirety by reference to the full text of Amendment No. 2, which is filed as Exhibit 10.1, to this Current Report on Form 8-K and incorporated herein by reference.

Item 2.03.   Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information required by Item 2.03 contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 9.01.   Financial Statements and Exhibits.

(d) Exhibits.

 

10.1    Amendment No. 2 to Master Repurchase Agreement, dated as of June 5, 2025, entered into by and among JPMorgan Chase Bank, N.A., as administrative agent on behalf of one or more buyers from time to time and as assignee of Flagstar Bank, N.A., Radian Mortgage Capital LLC, as seller and Radian Group Inc., as guarantor
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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 hereunto duly authorized.

 

    RADIAN GROUP INC.
    (Registrant)
Date: June 10, 2025    
    By:  

/s/ Liane Browne

      Liane Browne
      Senior Vice President

ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

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