RADIAN GROUP INC

The table below shows our potential dilution (often referred to as “overhang”) levels based on the shares of our common stock outstanding combined with our total equity awards outstanding, the shares currently available for grant under the 2021 Equity Plan and our proposal for 2,000,000 new shares of our common stock to be available for awards under the Equity Plan. The 2,000,000 new shares represent potential dilution of approximately 1.39% of the“Total Potential Overhang plus Shares of Common Stock Outstanding as of February 18, 2026,” as described in the table below. We believe that this number of shares of common stock under the Equity Plan represents a reasonable amount of potential equity dilution, which will allow us to continue granting equity awards in furtherance of the Company’s objectives and the goals of our equity compensation program, including our performance-based compensation practices.

(1)

Phantom Stock Units represent units awarded to our non-employee directors prior to 2009.

(2)

The Outstanding Phantom Stock Units, Time-Based RSUs and Performance-Based RSUs represents the number of outstanding phantom stock units, time-based RSUs and performance-based RSUs , with the performance-based RSUs measured at target (performance-based RSUs can be paid at, above or below target), and includes accrued dividend equivalents on phantom stock units that are payable in shares of common stock with respect to awards granted to our non-employee directors.

(3)

Represents the number of shares issuable pursuant to outstanding equity awards under Prior Equity Plans.

(4)

The Shares Available for Grant reflects the number of shares remaining available for grant under the 2021 Equity Plan, after subtracting the number of shares underlying outstanding grants, taking into account the 1.31 to one share counting provision for time-based and performance-based RSUs (also referred to as “full value awards”) under the 2021 Equity Plan and assuming solely for purposes of this calculation that performance-based RSUs are earned at maximum. The number of performance-based RSUs earned under outstanding performance-based RSU awards will depend on actual performance, as measured against the performance metrics established for such awards.

Based on our current equity award practices, we estimate that the share reserve under the Equity Plan may be sufficient to provide us with an opportunity to grant equity awards under the Equity Plan for approximately two years, in amounts determined appropriate by the Compensation and Human Capital Management Committee of the Board (the “Committee”), which will administer the Equity Plan. This is only an estimate, and circumstances could cause the share reserve to be used more quickly or more slowly. These circumstances include, but are not limited to, the future price of shares of our common stock, the type of equity instruments we issue as long-term incentive compensation, any change to our compensation program involving a different percentage of equity-based compensation compared to cash-based compensation, payouts of performance-based awards in excess of target in the event of superior performance, hiring activity and promotions.