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Filing Details

Accession Number:: 0000890926-12-000062
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-08-03 16:05:10
Reporting Period:: 2012-08-03

Filing Date:: 2012-08-03
Accepted Time:: 2012-08-03 16:05:10
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
890926	Radian Group Inc	RDN	Surety Insurance (6351)	232691170

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1326429	A Sanford Ibrahim	Radian Group Inc. 1601 Market St Philadelphia PA 19103	Chief Executive Officer	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2012-08-03	15,000	$2.74	636,309	No	4	P	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	P	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	12,095	Indirect	401K stock fund

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Stock Option - Performance Award	$2.45	2015-06-06	2022-06-06	320,060	320,060	Direct
Common Stock	Restricted Stock Units -Performance Award	$0.00			581,870	581,870	Direct
Common Stock	Stock Option - Performance Award	$3.58	2014-06-09	2018-06-09	269,700	269,700	Direct
Common Stock	Restricted Stock Units -Performance Award	$0.00			658,080	658,080	Direct
Common Stock	Stock Option	$10.42	2013-05-12	2017-05-12	87,900	87,900	Direct
Common Stock	Restricted Stock Units -Performance Award	$0.00			72,800	72,800	Direct
Common Stock	Stock Appreciation Right	$2.68	2012-05-13	2014-05-13	269,000	269,000	Direct
Common Stock	Stock Option	$2.48	2011-08-07	2015-08-07	253,000	253,000	Direct
Common Stock	Stock Option	$56.03	2007-02-07	2013-05-05	35,800	35,800	Direct
Common Stock	Stock Option	$46.39	2006-05-05	2012-05-05	60,000	60,000	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2022-06-06	320,060	320,060	Direct
	581,870	581,870	Direct
2018-06-09	269,700	269,700	Direct
	658,080	658,080	Direct
2017-05-12	87,900	87,900	Direct
	72,800	72,800	Direct
2014-05-13	269,000	269,000	Direct
2015-08-07	253,000	253,000	Direct
2013-05-05	35,800	35,800	Direct
2012-05-05	60,000	60,000	Direct

Footnotes

Total includes 540,575 shares owned outright including 42,582 shares of restricted stock that vested on May 16, 2012 and 5,011 shares purchased through the Employee Stock Purchase Plan on June 30, 2012 .
Non-Qualified Stock Option: Vesting is 50% on or after the third anniversary of the grant and 50% on or after the fourth anniversary of the grant, provided that Radian's common stock has closed at 100% above the exercise price of the option for 10 consecutive trading days ending at any point on or after the third anniversary of the grant.
Not Applicable.
Performance Based Restricted Stock Units ("RSUs"): Vesting is 100% at the end of the three year performance period, with a potential payout ranging from 0% to 200% (**subject to limitations discussed in Footnote 5 below) of the target award based on Radian's absolute and relative total stockholder return ("TSR") over the three year performance period. Radian's relative TSR will be measured against the median TSR of a peer group consisting mainly of the companies listed on the NASDAQ Financial Index. Radian's absolute TSR will be applied to determine the maximum number of RSUs that may be awarded, with the grantee being eligible to receive a 100% payout only if Radian achieves a 150% absolute TSR. TSR is measured generally as the change in market value of common stock during the performance period, plus dividends, as measured by comparing (x) the 20 day average trading price preceding and including the RSU date of grant, to (y) the 20 day average trading price preceding and including the last day of the performance period. The RSUs have no voting or dividend rights and will be settled in cash.
The number of RSUs reported (581,870) represents the target award. **As discussed in Footnote 4 above, at the end of the performance period, the grantee may earn up to 200% of the target award, subject to a maximum award limitation of one million (1,000,000) shares that may be issued to any individual in a calendar year under the Radian Group Inc. Amended and Restated 2008 Equity Compensation Plan. The maximum number of RSUs that can be earned under this individual award is 679,940 units. The payout is determined based on the relative and absolute performance of Radian's TSR.
Non-Qualified Stock Option: Vesting is 50% on or after the third anniversary of the grant and 50% on or after the fourth anniversary of the grant, provided that Radian's common stock has closed at 25% above the exercise price of the option for 10 consecutive trading days ending at any point on or after the third anniversary of the grant.
Performance Based Restricted Stock Units ("RSUs"): Vesting is 100% at the end of the three year performance period, with a potential payout ranging from 0% to 200% (**subject to limitations discussed in Footnote 10 below) of the target award based on Radian's total stockholder return ("TSR") over the three year performance period relative to the median TSR of Radian's primary competitors and the companies listed on the NASDAQ Financial Index. TSR is measured generally as the change in market value of common stock during the performance period, plus dividends, as measured by comparing (x) the 20 day average trading price preceding and including the RSU date of grant, to (y) the 20 day average trading price preceding and including the last day of the performance period. The RSUs have no voting or dividend rights and will be settled in cash.
Non-Qualified Stock Option: Vesting is 50% on the third anniversary of the grant and 50% on the fourth anniversary of the grant.
Performance Based RSUs: Vesting is 100% at the end of year three, with settlement in common shares based on the achievement of total shareholder return ("TSR") performance goals as follows: 50% of the award is eligible for a payment (between 0% and 100%, up to 36,400 shares) based on the Company's relative TSR compared to its peers; and 50% of the award is eligible for a payment (between 0% and 150%, up to 54,600 shares) based on the Company's relative TSR compared to the TSR's of companies included in the S&P 400 index. Upon the occurrence of certain corporate events involving one or more companies included in the Company's peer group, the performance goals for the entire award (between 0% and 150%, up to 109,200 shares) would then be based on the Company's relative TSR compared to the TSR's of companies included in the S&P 400 index.
The number of RSUs reported (658,080) represents the target award. **As discussed in Footnote 7 above, at the end of the performance period, the participant may earn up to 200% of the target award, subject to a maximum award limitation of one million (1,000,000) shares that may be issued to any individual in a calendar year under the Radian Group Inc. Amended and Restated 2008 Equity Compensation Plan.
The number of RSUs reported (72,800) represents the target award. As discussed in Footnote 9 above, the number of shares that may be issued upon vesting ranges from 0 shares to 91,000 shares (109,200 shares in the event TSR performance is measured solely against the companies included in the S&P 400 index).