Current Report Filing (8-k)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934




Date of Report (Date of Earliest Event Reported):		March 24, 2020

MGIC Investment Corporation

__________________________________________

(Exact name of registrant as specified in its charter)



Wisconsin	1-10816		39-1486475
__________________________________ (State or other jurisdiction of incorporation)	_____________________ (Commission File Number)		____________________________ (I.R.S. Employer Identification No.)

250 E. Kilbourn Avenue	Milwaukee,	Wisconsin	53202
________________________________ (Address of principal executive offices)			___________ (Zip Code)



Registrant’s telephone number, including area code:	(414)	347-6480



	Not Applicable
	Former name or former address, if changed since last report

Securities registered pursuant to Section 12(b) of the Act:



Title of each class	Trading Symbol	Name of each exchange on which registered
Common stock	MTG	New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).



Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

(a) On March 24, 2020, the Board of Directors approved amendments to the Amended and Restated Bylaws of the Company. Below is a brief description of the substantive amendments.

Section 2.04 (Place of Meeting) of Article II (Shareholders) was amended to allow the Board of Directors to determine to hold virtual-only shareholder meetings.

Section 2.16 (Remote Participation) of Article II (Shareholders) was added to permit shareholder participation in shareholder meetings by electronic means.

Section 2.05 (Notice of Meeting), Section 2.07 (Voting Records), Section 2.08 (Quorum and Voting Requirements; Postponements; Adjournments), and Section 2.13 (Waiver of Notice by Shareholders) of Article II (Shareholders); and Section 3.03 (Regular Meetings) of Article III (Board of Directors) were also amended to make conforming changes to facilitate virtual-only shareholder meetings and shareholder participation by electronic means.

These amendments are effective March 24, 2020. The foregoing description is qualified in its entirety by reference to the actual text of the amendments.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are being filed herewith:



	Exhibit No.	Description

	3.1	Amendments to the Amended and Restated Bylaws of MGIC Investment Corporation
	3.2	Amended and Restated Bylaws of MGIC Investment Corporation
	104	Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.