Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934

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Filed by a Party other than the Registrant       o

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o    Preliminary Proxy Statement
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o    Definitive Proxy Statement
x    Definitive Additional Materials
o    Soliciting Material Pursuant to §240.14a-12
NMI Holdings, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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*** Exercise Your Right to Vote ***
Important Notice Regarding the Availability of Proxy Materials for the
Stockholder Meeting to Be Held on May 9, 2019.
 
NMI HOLDINGS, INC.
Meeting Information
 
Meeting Type:
Annual Meeting
 
 
For holders as of:
March 15, 2019
 
 
Date: May 9, 2019 Time:  8:30 AM Pacific Time
 
 
Location: Meeting live via the Internet-please visit www.virtualshareholdermeeting.com/NMIH2019
 
 
 
NMI HOLDINGS, INC.
2100 POWELL STREET, 12th Floor
EMERYVILLE, CA 94608

The company will be hosting the meeting live via the Internet this year. To attend the meeting via the Internet please visit www.virtualshareholdermeeting.com/NMIH2019 and be sure to have the information that is printed in the box marked by the arrow àXXXX XXXX XXXX XXXX (located on the following page).
 
 
 
 
 
 
You are receiving this communication because you hold shares in the company named above.
 
This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).
 
 
 
 
 
 
 
 
 
We encourage you to access and review all of the important information contained in the proxy materials before voting.
 
 
 
 
 
 
 
 
See the reverse side of this notice to obtain proxy materials and voting instructions.




— Before You Vote —
How to Access the Proxy Materials
Proxy Materials Available to VIEW or RECEIVE:
 
NOTICE AND PROXY STATEMENT
ANNUAL REPORT
How to View Online:
 
 
 
Have the information that is printed in the box marked by the arrow àXXXX XXXX XXXX XXXX (located on the following page) and visit: www.proxyvote.com.
How to Request and Receive a PAPER or E-MAIL Copy:
 
If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request:
 
1) BY INTERNET:
www.proxyvote.com
 
 
2) BY TELEPHONE:
1-800-579-1639
 
 
3) BY E-MAIL*:
sendmaterial@proxyvote.com
 
* If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow àXXXX XXXX XXXX XXXX (located on the following page) in the subject line.
Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 25, 2019 to facilitate timely delivery.

— How To Vote —
Please Choose One of the Following Voting Methods
Vote By Internet:
Before The Meeting:
Go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow àXXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions.
During The Meeting:
Go to www.virtualshareholdermeeting.com/NMIH2019. Have the information that is printed in the box marked by the arrow àXXXX XXXX XXXX XXXX (located on the following page) available and follow the instructions.
Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.
Vote By Phone: You can vote by telephone by accessing the materials online or reviewing your paper copy, each of which will include a proxy card containing a toll-free telephone number.






Voting Items
 
 
 
 
 
 
The Board of Directors recommends you vote FOR the Election of Directors, FOR Proposal 2, FOR the option of every 1 YEAR in Proposal 3 and FOR Proposal 4.
 
 
 
 
 1.
Election of Directors
 
 
 
 
 
 
 
 
01)
Bradley M. Shuster
06)
Michael Montgomery
 
 
 
 
 
 
02)
Claudia J. Merkle
07)
Regina Muehlhauser
 
 
 
 
 
 
03)
Michael Embler
08)
James H. Ozanne
 
 
 
 
 
 
04)
James G. Jones
09)
Steven L. Scheid
 
 
 
 
 
 
05)
Lynn McCreary
 
 
 
 
 
 
 
2.
Advisory approval of our executive compensation.
3.
Advisory vote on whether the frequency of the stockholder vote on our executive compensation should be every 1, 2 or 3 years.
4.
Ratification of the appointment of BDO USA, LLP as NMI Holdings, Inc.'s independent auditors.
5.
Any other matters that may properly come before the Annual Meeting.