AMENDED AND RESTATED TAX BENEFITS PRESERVATION PLAN dated as of February 17, 2011 between THE PMI GROUP, INC., and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Rights AgentTax Benefits Preservation Plan • February 22nd, 2011 • Pmi Group Inc • Surety insurance • Delaware
At any time after a Distribution Date and prior to the Expiration Date, any Right Certificate or Certificates may, upon the terms and subject to the conditions set forth below in the Plan, be transferred or exchanged for another Right Certificate or Certificates evidencing a like number of Rights as the Right Certificate or Certificates surrendered. Any registered holder desiring to transfer or exchange any Right Certificate or Certificates shall surrender such Right Certificate or Certificates (with, in the case of a transfer, the form of assignment and certificate on the reverse side thereof duly executed) to the Rights Agent at the principal office or offices of the Rights Agent designated for such purpose.
FORM OF 2011 THE PMI GROUP, INC.STOCK UNIT AGREEMENT Applicable to Section 16 OfficersPmi Group Inc • February 22nd, 2011 • Surety insurance • California
The PMI Group, Inc. (the “Company”) hereby grants you, (the “Employee”), the number of Stock Units (referred to herein as Restricted Stock Units or RSUs) under the Company’s Amended and Restated Equity Incentive Plan (the “Plan”) indicated below. Subject to the provisions of Appendix A and of the Plan, the principal features of this award are as follows:
