UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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OMB APPROVAL
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OMB Number:3235-0145
Estimated average burden
hours per response… 10.4
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SCHEDULE 13D
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Under the Securities Exchange Act of 1934
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(Amendment No. 1)*
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NMI HOLDINGS, INC.
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Class A Common Stock, par value $0.01 per share
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629209305
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Christopher E. Kirkpatrick, Esq.
Hayman Capital Management, L.P.
2101 Cedar Springs Road, Suite 1400
Dallas, TX 75201
Tel. No.: 214-347-8050
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
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- with copies to -
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Barry N. Hurwitz
Morgan, Lewis & Bockius LLP
One Federal Street
Boston, MA 02110
(617) 951-8000
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August 5, 2015
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(Date of Event which Requires Filing of this Statement)
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1
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Names of Reporting Persons.
Hayman Capital Management, L.P.
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Source of Funds (See Instructions):
WC
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5
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Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e):
[ ]
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6
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Citizenship or Place of Organization.
Delaware
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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7 Sole Voting Power
0
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8 Shared Voting Power
7,371,500 shares of Common Stock
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9 Sole Dispositive Power
0
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10 Shared Dispositive Power
7,371,500 shares of Common Stock
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
7,371,500 shares of Common Stock
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
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13
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Percent of Class Represented by Amount in Row (11)
12.5%
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14
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Type of Reporting Person (See Instructions)
IA, PN (Limited Partnership)
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1
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Names of Reporting Persons.
Hayman Investments, L.L.C.
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Source of Funds (See Instructions):
AF
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5
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Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e):
[ ]
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6
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Citizenship or Place of Organization.
Texas
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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7 Sole Voting Power
0
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8 Shared Voting Power
7,371,500 shares of Common Stock
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9 Sole Dispositive Power
0
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10 Shared Dispositive Power
7,371,500 shares of Common Stock
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
7,371,500 shares of Common Stock
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
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13
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Percent of Class Represented by Amount in Row (11)
12.5%
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14
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Type of Reporting Person (See Instructions)
HC, OO (Limited Liability Company)
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1
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Names of Reporting Persons.
J Kyle Bass
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Source of Funds (See Instructions):
AF
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5
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Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e):
[ ]
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6
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Citizenship or Place of Organization.
United States
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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7 Sole Voting Power
0
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8 Shared Voting Power
7,371,500 shares of Common Stock
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9 Sole Dispositive Power
0
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10 Shared Dispositive Power
7,371,500 shares of Common Stock
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
7,371,500 shares of Common Stock
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
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13
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Percent of Class Represented by Amount in Row (11)
12.5%
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14
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Type of Reporting Person (See Instructions)
HC, IN
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1
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Names of Reporting Persons.
John Brandon Osmon
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2
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Check the Appropriate Box if a Member of a Group (See Instructions)
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(a) [ ]
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(b) [ ]
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3
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SEC Use Only
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4
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Source of Funds (See Instructions):
AF
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5
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Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e):
[ ]
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6
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Citizenship or Place of Organization.
United States
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Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
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7 Sole Voting Power
62,175
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8 Shared Voting Power
0
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9 Sole Dispositive Power
62,175
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10 Shared Dispositive Power
0
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11
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Aggregate Amount Beneficially Owned by Each Reporting Person
62,175
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12
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Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions) [ ]
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13
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Percent of Class Represented by Amount in Row (11)
0.1%
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14
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Type of Reporting Person (See Instructions)
IN
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Item 3.
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Source and Amount of Funds or Other Consideration
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Item 5.
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Interest in Securities of the Issuer
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Transaction
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Date
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No. Shares
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Price Per Share
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Open market purchase
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08/05/15
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1,500,000
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$8.25
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Open market purchase
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08/06/15
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365,000
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$8.61251
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Open market purchase
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08/07/15
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10,000
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$8.76672
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HAYMAN CAPITAL MANAGEMENT, L.P.
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By: Hayman Investments, L.L.C.
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its General Partner
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By: /s/ Christopher E. Kirkpatrick
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Christopher E. Kirkpatrick
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General Counsel
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HAYMAN INVESTMENTS, L.L.C.
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By: /s/ Christopher E. Kirkpatrick
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Christopher E. Kirkpatrick
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General Counsel
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J. KYLE BASS
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/s/ J. Kyle Bass
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J. Kyle Bass, Individually
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JOHN BRANDON OSMON
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/s/ John Brandon Osmon
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John Brandon Osmon, Individually
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99.1
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Joint Filing Agreement (incorporated herein by reference from Exhibit 99.1 to the Schedule 13D relating to the Common Stock of the Issuer filed November 18, 2015, by the Reporting Persons with the SEC)
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