Norman Fitzgerald
About Norman Fitzgerald
Norman P. Fitzgerald is Executive Vice President and Chief Sales Officer at NMI Holdings, Inc. (NMIH), serving in this role since January 2022; he joined NMI in 2014 and previously led Field Sales and served as Chief Sales Officer. He is 58 and holds a B.A. from the University of Massachusetts, Boston . Company performance during his tenure includes record 2024 results: total revenue $651.0M (+12% YoY), net income $360.1M (+12% YoY), diluted EPS $4.43 (+15% YoY), ROE 17.4%, record primary IIF of $210B (+7%), NIW of $46B (+14%), and a 23.9% share price increase in 2024; expense ratio at a record-low 21.0%, book value per share $29.80 (+17%) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| NMI Holdings, Inc. | SVP, Field Sales | 2014–2019 | Not disclosed |
| NMI Holdings, Inc. | SVP & Chief Sales Officer | 2020–2021 | Not disclosed |
| NMI Holdings, Inc. | EVP & Chief Sales Officer | 2022–Present | Not disclosed |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Mr. Cooper (formerly Nationstar Mortgage) | SVP, Head of Correspondent Lending | Not disclosed | Not disclosed |
| PHH Mortgage | Senior leadership positions | Not disclosed | Not disclosed |
| CitiMortgage Inc. | Senior leadership positions | Not disclosed | Not disclosed |
Fixed Compensation
Detailed pay elements (base salary, target bonus, actual bonus) are not disclosed for Mr. Fitzgerald in the proxy, as he is not identified as a named executive officer (NEO). NEOs listed are the CEO, Executive Chairman, CFO, CAO/GC, and CRO .
Performance Compensation
2024 annual bonus plan was entirely based on corporate performance; metrics and outcomes below. The Compensation Committee approved a 180% payout of target based on exceeding maximum for all metrics .
| Metric | Weighting | Threshold | Target | Maximum | Actual | Payout % |
|---|---|---|---|---|---|---|
| Adjusted ROE | 30% | 8.0% | 12.0% | 16.0% | 18.4% | 180.0% |
| Adjusted Net Operating Income ($MM) | 30% | $205.5 | $308.9 | $416.8 | $478.1 | 180.0% |
| New Insurance Written ($B) | 25% | $35.0 | $40.5 | $45.0 | $46.0 | 180.0% |
| Adjusted Expense Ratio | 15% | 24.50% | 22.50% | 20.50% | 20.22% | 180.0% |
Long-term incentives (company practice for executive officers): 50:50 mix of RSUs and PRSUs; RSUs vest over three years, PRSUs earned on 3-year BVPS growth . FY2022 PRSUs paid at 200% based on compounded BVPS growth of 21.9% for 2022–2024 .
| 2024 PRSU Metric | Threshold | Target | Maximum | Vesting % (Threshold/Target/Max) |
|---|---|---|---|---|
| 3-year BVPS Growth (CAGR) | 7.5% | 10.0% | 17.5% | 50% / 100% / 200% |
Notes:
- RSU vesting: typically 40%/40%/20% over years 1/2/3 for executive officers; PRSUs vest based on BVPS outcomes after the performance period .
- Bonus eligibility generally requires employment at time of payment (retentive effect) .
Equity Ownership & Alignment
- Stock ownership policy: Executive Vice Presidents must hold company stock valued at 3.0x base salary; CEO 5.0x; Executive Chairman 10.0x. Executives must retain 50% of net shares delivered until they meet the guideline; “in-the-money” vested options and unvested RSUs (excluding PRSUs) count toward compliance .
- Hedging/pledging: Absolute prohibition for executive officers and directors on speculative hedging and pledging; no margin accounts or pledged shares allowed .
- Clawback: Compensation Recovery Policy (Nasdaq Rule 5608/SEC 10D) mandates recovery of erroneously awarded incentive compensation following restatements; methods determined by the Compensation Committee .
Employment Terms
- Employment status: Executives are employed at-will and typically party to offer/promotion letters governing compensation participation in bonus/LTI programs and benefits .
- Severance Plan (broad-based): Applies to all regular full-/part-time employees (including executives). Upon an involuntary “Severance Termination,” provides three months of base salary and health premium contributions per full year of service, capped at 12 months each .
- Change-in-Control Severance Plan (designation-based): Compensation Committee designates participants and sets severance multiples and COBRA coverage periods; benefits require “double trigger” (CIC + qualifying termination). Cash benefits typically equal (base + target bonus) × severance multiple (e.g., 1.5x–2.0x for designated roles), plus pro-rated target bonus and COBRA premiums for the designated period; equity awards vest pursuant to plan rules at/after CIC. Specific CIC participation/multiple for Mr. Fitzgerald is not disclosed .
Investment Implications
- Pay-for-performance alignment: Corporate bonus metrics (Adjusted ROE, adjusted net operating income, NIW, expense ratio) and BVPS-based PRSUs robustly link realized compensation to profitable growth and capital accretion—reducing misalignment risk between sales growth and underwriting quality .
- Retention and selling pressure: Three-year RSU schedules and PRSU cliff timing create periodic liquidity windows; 2022 PRSUs paid at 200% may elevate realized equity compensation for executive holders in early 2025, though Mr. Fitzgerald’s specific grants/quantum are not disclosed .
- Ownership and risk controls: 3x salary stock ownership guideline for EVPs plus strict hedging/pledging prohibitions and a modern clawback framework strengthen alignment and mitigate governance red flags; CIC benefits require double-trigger, reducing entrenchment concerns .
- Execution backdrop: As Chief Sales Officer over 2022–present, Fitzgerald operated during a period of record NIW and IIF growth, industry-leading credit performance, and strong profitability—supportive of incentive attainment and indicating commercial execution capacity in his domain . Say-on-pay support (94.5% in 2024) suggests investor acceptance of program design .