Exhibit 4.1



|    
|----
|LOGO



---

THE PMI GROUP, INC.



The Corporation will furnish without charge to each stockholder who so requests the designations, preferences and relative,
participating, optional or other special rights of each class of stock or series thereof of the Corporation, and the qualifications, limitations or restrictions of such preferences and/or rights. Such requests may be made to the Corporation, at its
principal place of business in Walnut Creek, California.



Keep
this certificate in a safe place, if it is lost, stolen or destroyed the Corporation may require a bond of indemnity as a condition to the issuance of a replacement certificate.



The following abbreviations, when used in the inscription on
the face of this certificate, shall be construed as though they were written out in full according to applicable laws or regulations:



|        |  |   |  |                              |  |                                                |  |                         |  |                    |  |                             |  |         |  |  |  |  |  | 
|------- |  | - |  | ---------------------------- |  | ---------------------------------------------- |  | ----------------------- |  | ------------------ |  | --------------------------- |  | ------- |  |  |  |  |  | 
|TEN COM |  |  |  | as tenants in common         |  | (Oregon Custodians use the following)          |  |                         |  |                    |  |                             |  |         |  |  |  |  |  | 
|TEN ENT |  |  |  | as tenants by the entireties |  | (Name) CUST UL OREG (Name) MlN                |  |                         |  | as Custodian under
|JT TEN  |  |  |  | as joint tenants wish rights |  |                                                |  |                         |  |                    |  |                             |  |        
|        |  |   |  | of survivorship and not as   |  |                                                |  | the laws of Oregon, for |  |                   
|        |  |   |  | tenants in common            |  |                                                |  | a minor                 |  |                   
|        |  |   |  |                              |  | (Name) CUST (Name) (State) UNIF GIFT MIN ACT  |  |                         |  | Custodian          |  |                            
|        |  |   |  |                              |  |                                                |  |                         |  | (Cust)             |  |                             |  | (Minor)
|        |  |   |  |                              |  |                                               
|        |  |   |  |                              |  |                                                |  | Under                   |  |                    |  | Uniform Gifts to Minors Act
|        |  |   |  |                              |  |                                                |  |                         |  | (State)            |  |                            



Additional
abbreviations may also be used though not in the above list.



For Value Received,
 hereby sell, assign and transfer unto



|                                                                      |  | 
|--------------------------------------------------------------------- |  | 
|PLEASE INSERT SOCIAL SECURITY OR OTHER
IDENTIFYING NUMBER OF ASSIGNEE |  | 
|                                                                      | 
|                                                                      |  | 







(PLEASE PRINT OR TYPEWRITE NAME AND
ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE)















|                                                                                                            |  |       
|----------------------------------------------------------------------------------------------------------- |  | ------
|                                                                                                            |  | Shares
|of the common stock represented by the within Certificate, and do hereby irrevocably constitute and
appoint



|                                                                                                                         |  |         
|------------------------------------------------------------------------------------------------------------------------ |  | --------
|                                                                                                                         |  | Attorney
|to transfer the said stock on the books of the within named Corporation with full power of substitution in the premises.



Dated



| |  |         |  |                                                                                                                                                                                           |  | 
| |  | ------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  | 
| |  |        
| |  | NOTICE: |  | THE SIGNATURE TO THIS ASSIGNMENT MUST CORRESPOND WITH THE NAME AS WRITTEN UPON THE FACE OF THE CERTIFICATE IN EVERY PARTICULAR, WITHOUT ALTERATION OR ENLARGEMENT OR ANY
CHANGE WHATEVER.



|                                                                                                                                                                                                                                                         |  |  |  |  |  |  |  | 
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |  |  |  |  |  |  |  | 
|Signature(s) Guaranteed:                                                                                                                                                                                                                                 |  | 
|                                                                                                                                                                                                                                                         | 
|By                                                                                                                                                                                                                                                       |  | 
|THE SIGNATURE(S) SHOULD BE GUARANTEED BY AN ELIGIBLE GUARANTOR INSTITUTION (BANKS, STOCKBROKERS, SAVINGS AND LOAN ASSOCIATIONS AND CREDIT UNIONS WITH MEMBERSHIP IN AN
APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM), PURSUANT TO S.E.C. RULE 17Ad-15. |  | 



This certificate also
evidences certain Rights as set forth in an Amended and Restated Tax Benefits Preservation Plan between The PMI Group, Inc. (the Company) and American Stock Transfer & Trust Company, LLC, as Rights Agent, dated as of
February 17, 2011, and as amended from time to time (the Plan), the terms of which are hereby incorporated herein by reference and a copy of which is on file at the principal executive offices of the Company. The Company will
mail to the holder of this certificate a copy of the Plan without charge promptly after receipt of a written request therefor. Under certain circumstances, as set forth in the Plan, such Rights may be evidenced by separate certificate instead of by
this certificate and may be redeemed or exchanged or may expire.



As set forth in the Plan, Rights issued or transferred to, or Beneficially Owned by, any Person who is, was or becomes an Acquiring Person (as such terms are defined in the Plan), whether currently
Beneficially Owned by or on behalf of such Person or by any subsequent holder, may be null and void.