Teresita M. Lowman - Director | MGIC INVESTMENT (MTG) Executive Profile & Compensation

About Teresita M. Lowman

Independent director at MGIC Investment Corporation (MTG) since 2022; age 60. Strategic Advisor to Launch Factory (tech venture incubator) since April 2021; previously VP & GM, Americas Microsoft Dynamics Portfolio at DXC Technology (2017–Oct 2021), and earlier leadership roles at Hewlett Packard Enterprise, Nortel Networks, and Texas Instruments Defense Group (acquired by Raytheon). Core credentials: technology transformation, cybersecurity, SaaS/cloud, data analytics, enterprise risk, and business continuity; currently Chair of the Business Transformation & Technology (BT&T) Committee, member of the Audit Committee, and designated Audit Committee Financial Expert. Lowman is independent under MTG’s Corporate Governance Guidelines and NYSE standards.

Past Roles

Organization	Role	Tenure	Committees/Impact
DXC Technology Company	VP & GM, Americas Microsoft Dynamics Portfolio; previously global SAP platform services leader	2017–Oct 2021	Led enterprise software P&L and platform services at a Fortune 500 IT services firm
Hewlett Packard Enterprise	Leadership roles	Not disclosed	Enterprise technology leadership experience
Nortel Networks	Leadership roles	Not disclosed	Network technology leadership
Texas Instruments Defense Group (Raytheon)	Leadership roles	Not disclosed	Defense technology leadership

External Roles

Organization	Role	Tenure	Committees/Impact
Launch Factory	Strategic Advisor	Apr 2021–present	Advises on technology start-ups and incubation

Board Governance

Independence: Board determined all directors except the current and former CEO are independent; Lowman is independent.
Committees (current): Chair, BT&T; Member, Audit; Audit Committee Financial Expert.
Attendance: Board held 5 meetings in 2024; “each director elected at our 2024 Annual Meeting” attended ≥75% of Board and committee meetings on which they served; Audit met 9 times; BT&T met 4 times.
Executive sessions: Board holds executive sessions without management at least twice annually, chaired by the Lead Independent Director.
Overboarding guardrails: Independent directors limited to no more than 3 other public company boards (Lowman has none disclosed).

Fixed Compensation (Director)

Year	Cash Fees	Equity Grant (RSUs, grant-date fair value)	Total
2024	$145,000	$125,000	$270,000

Notes:

Program structure: $125,000 annual cash retainer; $125,000 in stock-settled RSUs that vest immediately and settle ~1 year later; additional fees for committee chairs/members (Audit Chair $40k; MDNG Chair $35k; other committee chairs $20k; Audit member $15k; other committee members $5k).
Equity settlement/deferral: Directors may defer settlement of RSUs and/or cash retainers into share units; dividend equivalents accrue in additional units.

Performance Compensation (Director)

None. MTG does not use performance-based metrics for director compensation; annual equity is in time-vested RSUs (vest immediately, settle later).

Other Directorships & Interlocks

Company	Role	Notes
None disclosed	—	No current public company directorships listed in MTG’s 2025 proxy.

Expertise & Qualifications

Technology/cyber: Digital transformation, cybersecurity, SaaS, cloud computing, data analytics.
Enterprise risk/continuity: Enterprise risk and business continuity leadership experience.
Financial oversight: Audit Committee Financial Expert designation (SEC definition).
Strategic IT oversight: Chairs BT&T overseeing IT strategy, transformation projects, cybersecurity, and business continuity risk.

Equity Ownership

Measure (as of Mar 7, 2025 unless noted)	Amount
Common stock owned directly	9 shares
Indirect ownership	0 shares
RSUs/restricted stock considered beneficial (settle within 60 days)	5,686
Total beneficial ownership	5,695
Director phantom share units (cash-settled)	0
RSUs not settleable within 60 days (director equity units)	22,741
Total beneficial + underlying units	28,436
Ownership guidelines	Directors must hold $625,000 in stock (includes deferred share units vesting within 1 year); all non-employee directors satisfy guideline.
Hedging/pledging	Hedging and pledging of company securities prohibited for directors.

Governance Assessment

Strengths
- Independent, technology-savvy director with direct oversight of MTG’s transformation, cybersecurity, and continuity risk as BT&T Chair; designated Audit Committee Financial Expert, which strengthens financial controls and risk oversight.
- Strong attendance expectation met (≥75% in 2024), with active committees: Audit (9 meetings) and BT&T (4).
- Clean conflicts profile: no related-party transactions disclosed involving Lowman; Audit Committee must pre-approve any director-related transactions >$120,000.
- Alignment: Balanced cash/equity director pay and robust stock ownership guideline ($625k) met by all directors; hedging/pledging prohibited, supporting alignment with shareholders.
- Shareholder confidence backdrop: Say-on-pay support exceeded 98% in 2022–2024, signaling positive investor views on compensation governance.
Potential Watch Items
- Committee role transition timing: Fees indicate 2024 service likely as Audit member and BT&T member (not chair) with chair responsibilities reflected in current committee roster; monitor continuity and workload as BT&T Chair going forward.
- Technology/cyber risk exposure: As BT&T Chair, accountability for oversight of cyber and business continuity risks is high-impact; continued reporting on metrics and incident governance is advisable.
Red Flags
- None identified for Lowman: no related-party transactions, no overboarding, no hedging/pledging, and meets stock ownership expectations.

Appendix: Board/Committee Snapshot (2024)

Body	2024 Meetings	Lowman Role
Board of Directors	5	Director (independent)
Audit Committee	9	Member; Audit Committee Financial Expert
Business Transformation & Technology (BT&T)	4	Member in 2024; currently Chair per committee roster

All citations: