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VOL. XII · NO. 117Established MMXIV · George Town, Grand CaymanAtlantic Edition · $4.50

The Cayman Journal

Finance · Business · Technology · Caribbean & Global Affairs
DEFA14A FilingDEFA14AMBI

MBIA INC — DEFA14A Filing

Form
DEFA14A
Filed
Apr 2, 2026
Accession
0001193125-26-140136
CIK
0000814585
View on EDGAR

Filing Summary

🧾 What This Document Is

This is a supplement to MBIA's original proxy statement for their upcoming annual meeting. Think of it like an "oops, let me correct that" addendum to a longer letter. It doesn't change any proposals or big decisions. Its sole purpose is to fix a small typo in a table that showed how much the company paid its auditor.

👉 Why it matters: Companies must be precise in their disclosures to investors. Even a small correction like this shows attention to detail and maintains trust.

🏢 What The Company Does

MBIA Inc. is a financial guarantee insurance company. In simple terms, they sell insurance that guarantees payments on bonds and other debts. If a borrower (like a city or a corporation) defaults, MBIA steps in to pay the bondholders. They operate from Purchase, New York.

👉 Why it matters: As an insurer, their financial health and transparency (like getting audit fees right) are critical for the clients and investors who rely on their guarantees.

🔍 The Specific Correction

The document fixes one number in a table comparing fees paid to their auditor, PricewaterhouseCoopers (PwC).

  • What was wrong: The 2025 "Audit" fee was listed as $3,389 in the original proxy.
  • What's right: The correct amount is $3,889 (thousand).
  • The good news: The total fee for 2025 ($4,042) was already correct and didn't change.

👉 Why it matters: Accuracy in these fees helps investors understand the cost of oversight. The error was minor and caught before the meeting, which is the responsible thing to do.

💰 The Full Auditor Fee Picture

Here’s what MBIA paid PwC for their work in 2025 and 2024 (all figures in thousands):

Fee Category2025 (Corrected)2024
Audit$3,889$4,505
Audit-Related$102$98
Tax$49$47
All Other$2$2
Total$4,042$4,652
  • Audit Fees: For the main financial statement audits and SEC filings.
  • Audit-Related: For things like loss reserve certifications.
  • Tax & Other: For outsourced tax services and software access.

Key point: The Audit Committee pre-approves 100% of these fees to ensure the auditor's independence.

📅 Key Dates & Voting Instructions

Your vote is important! Here’s what you need to know:

  • Annual Meeting: Tuesday, May 5, 2026, at 10:00 a.m. ET (virtual).
  • Voting Deadline: 11:59 p.m. ET on Monday, May 4, 2026.
  • Already Voted? You do NOT need to vote again unless you want to change your vote.
  • How to Vote or Change Your Vote:
    1. Online: www.proxyvote.com
    2. By Phone: 1-800-579-1639
    3. At the Meeting: Attend virtually on May 5th.

⚖️ Big Picture: Governance & Oversight

👍 Strength: This supplemental filing demonstrates the company's commitment to accurate reporting. The detailed explanation of the Audit Committee's strict pre-approval process for auditor fees shows strong internal governance. ⚠️ Note: This is a procedural document. It doesn't reveal new business strategy or financial performance, so it doesn't change the fundamental investment thesis for MBIA.

🧠 The Analogy

Correcting this proxy is like a restaurant printing a small errata slip for its menu because the price of one dish was misprinted. The meal (the annual meeting) and the menu (the original proxy) are still happening as planned, but now the bill (the fee table) is perfectly accurate for everyone's transparency.

📇 Key Contacts & People

For questions or to request a copy of the supplement, contact:

  • Bill Rizzo (Investor Relations)
  • Email: [email protected]
  • Phone: 914-765-3897
  • Address: MBIA Inc., 1 Manhattanville Road, Suite 202, Purchase, New York 10577

🧩 Final Takeaway

This is a routine but important piece of corporate housekeeping. MBIA corrected a small clerical error in its auditor fee disclosure ahead of its annual meeting. The core process of voting remains unchanged, and the company's audit oversight structure is clearly outlined. For a shareholder, the main action is simply to ensure your vote is cast by May 4th if you haven't already.

MethodologySEC filings are reproduced from the public EDGAR record. Summaries are generated to highlight key facts and are not a substitute for reading the primary document. Ticker and entity references are auto-extracted and verified against SEC issuer lists. For the authoritative source, follow the EDGAR link above.