AGM 2026

May 5, 2026

Good morning, welcome to the MBIA Inc. Annual Meeting of Shareholders. I would now like to turn the conference over to Bill Fallon, President and CEO of MBIA Inc. Please go ahead, Mr. Fallon. Good morning. I am William C. Fallon, President and CEO. It is my pleasure to welcome you to our 2026 Annual Meeting of Shareholders. I'm joined today by William J. Rizzo, our Co-General Counsel and Corporate Secretary, who will preside over this meeting. It is just after 10:00 A.M. on Tuesday, May 5, 2026, and I now call this meeting to order. On behalf of our directors, officers, and employees, I wanna thank you for joining us at our annual meeting of shareholders. We are utilizing a virtual format for our annual meeting to enable universal access and a consistent experience to all shareholders, regardless of location. Following the official items of business, we'll answer questions related to today's proxy agenda items. You may ask a question by accessing the Q&A function located on your screen at any time during this meeting. Now, I will ask Bill Rizzo to conduct the business agenda. Thank you, Bill. We are pleased to be joined today by all six members of our Board of Directors. Also in attendance on behalf of PricewaterhouseCoopers LLP, our independent auditing firm, are Ms. Rachel Hutchinson and Mr. Arthur Mignola. I also would like to welcome Ms. Tracy Oates, who represents Broadridge and is the Inspector of Elections for this meeting. Turning our attention to today's business, I have received an affidavit from our Inspector of Elections confirming that the mailing of our annual report, proxy statement, and proxy card commenced on March 23rd, 2026 to shareholders of record on March 12th, 2026. Approximately 75.78% of the voting power of those shares is represented at this meeting by proxy. A quorum, therefore, is present. I now declare this meeting official and open for conducting the items on the agenda. This meeting is governed by Connecticut Corporation Law and the company's bylaws. We have 3 proposals before us today as presented in the proxy statement. The first is for the election of directors. All 6 directors have been nominated and named in the proxy statement for election to a 1-year term expiring at the 2027 annual meeting. They are Ms. Diane L. Dewbrey, Mr. William C. Fallon, Ms. Janice Innis-Thompson, Mr. Steven J. Gilbert, Mr. Richard C. Vaughan, and Mr. Theodore E. Shasta. All are current directors of the company. The second proposal is for shareholders to provide an advisory vote on the compensation of our named executive officers as disclosed in our proxy statement. This advisory vote on executive compensation is not binding. However, the company's board of directors will take into account the result of the vote when determining future executive compensation arrangements. The third proposal is for the ratification of the appointment of our independent registered public accounting firm, PricewaterhouseCoopers LLP, for the fiscal year ending December 31, 2026. We will now turn our attention to the voting of the shares. If you have not yet submitted a proxy card and wish to vote on these items or wish to revoke a proxy card you have previously signed, you may vote your shares by accessing the Vote function on your screen now. You will need the control number provided on your proxy in order to vote your shares online. We will now pause to allow shareholders to vote. The polls are now officially closed, and I will ask our Inspector of Elections, Ms. Tracy Oates, to announce the results of the voting. Thank you, Bill. With respect to proposal 1, Ms. Diane L. Dewbrey, Mr. William C. Fallon, Ms. Janice Innis-Thompson, Mr. Steven J. Gilbert, Mr. Richard C. Vaughan, and Mr. Theodore E. Shasta have each been elected to serve on the company's board of directors until the 2027 meeting of shareholders. With respect to proposal number 2, shareholders have voted in support of the compensation of the company's named executive officers as described in MBIA's proxy statement. With respect to proposal 3, shareholders have approved the ratification of the appointment of PricewaterhouseCoopers as the company's independent auditor for 2026. I'll now turn the meeting back over to Bill Rizzo. Thank you, Ms. Oates. Before we begin our question and answer period, please take a moment to review our safe harbor disclosure statement, which is now on your screen. There being no other business to attend to, I declare the business portion of the 2026 annual meeting concluded. Bill Falloon will now lead the question and answer period. Thanks, Bill. If you would like to ask a question, you may do so now by accessing the Q&A function located on your screen. We'll take questions that relate to the proxy proposals considered for this meeting. If you have any other questions about the company, please include your contact information, and we can respond directly to you after the meeting. We will now pause to allow questions to be submitted. There are no questions at this time. If at any time you have a question about MBIA Inc. that you wish to have answered, please contact Mr. Greg Diamond, Managing Director and Head of Investor and Media Relations at 914-765-3190. I would like to conclude by thanking everyone again for participating in today's meeting and for your continued support of MBIA Inc. The meeting is now adjourned. This now concludes the meeting. Thank you for joining, and have a pleasant day.