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Velocity Financial, Inc.

For the period ended Dec 31, 2025. Filed Mar 12, 2026.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 12, 2026

VEL$17.63+1.0%Stored close · as of Nov 6, 2026

What changed in Risk Factors?

Read the current filing

Previous report: 10-K

Period ended 2024-12-31; filed 2025-03-12.

0000950170-25-037433

Item 1A. Risk Factors

Current report: 10-K

Period ended 2025-12-31; filed 2026-03-12.

0001193125-26-102677

Item 1A. Risk Factors

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

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Tables are not compared: 0 previous and 0 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (254)

Current report

References to past events are provided by way of example only and are not intended to be a complete listing or representation as to whether or not such factors have occurred in the past or their likelihood of occurring in the future.

Current report

An investment in our common stock involves significant risk. We describe below material risks that management believes affect or could affect our performance. Understanding these risks is important to understanding any statement in this Annual Report and to evaluating an investment in our common stock. You should carefully read and consider the risks and uncertainties described below together with all the other information included or incorporated by reference in this Annual Report before you make any decision regarding an investment in our common stock. If any of the following risks actually occur, our business, financial condition, liquidity and results of operations could be materially and adversely affected. If this were to happen, the value of our common stock could significantly decline, and you could lose some or all of your investment. While the following discussion provides a description of material risks that could cause our results to vary materially from those expressed in public statements or documents, other factors besides those discussed within this Annual Report or elsewhere in other of our reports filed with or furnished to the SEC could also affect our business, financial condition, liquidity and results of operations.

Current report

As a non-bank mortgage company, we are exposed in the normal course of business to multiple risks shared by other participants in our industry. In addition, some of the risks we face are unique to Velocity or such risks could have a different or greater impact on Velocity than on other companies. These risks could adversely impact our business, regulatory or agency approval, financial condition, liquidity, results of operations, ability to grow, and reputation, and are summarized below. This summary is intended to supplement, and should not be considered a substitute for, the complete Risk Factors that follow.

Current report

Risks Related to Our Financial Performance, Financing Our Business, Liquidity and Net Worth, and the Economy

Current report

Conditions in the real estate markets, the financial markets and the economy generally

Current report

Fiscal policies or inaction at the U.S. federal government level, which have led to and may in the future lead to federal government shutdowns or negative impacts on the U.S. economy

Current report

Disruptions in the capital markets, including market fluctuations and economic instability as a result of tariffs, trade restrictions, armed conflict and other geopolitical disruptions or conditions

Current report

Economic downturns, including disruptions to business, market and operational conditions related to natural disasters or epidemics, in geographies where our assets are concentrated

Current report

Risks Related to Our Business

Current report

Competition in the market for loan origination and acquisition opportunities

Current report

The high degree of risk involved in loans to small businesses, self-employed borrowers, properties in transition, and certain portions of our investment real estate portfolio

Current report

Failure of a third-party servicer or the failure of our own internal servicing system to effectively service our portfolio of mortgage loans

Current report

Additional or increased risks if we change our business model or create new or modified real estate lending products

Current report

Use of incorrect, misleading or incomplete information in our analytical models and data, and risks relating to the possibility of receiving inaccurate and/or incomplete information from potential borrowers, guarantors and loan sellers

Current report

Deficiencies in appraisal quality in the mortgage loan origination process and risks associated with our underwriting guidelines and our ability to change our underwriting guidelines

Current report

Loss of our key personnel or our inability to hire and retain qualified account executives

Current report

Any inability to manage future growth effectively or failure to develop, enhance and implement strategies to adapt to changing conditions in the real estate and capital market, including risks associated with our ability to successfully identify, acquire, and integrate companies and assets

Current report

Any inability of our borrowers to generate net income from operating the property that secures our loans

Current report

Costs or delays involved in the completion of a foreclosure or liquidation of the underlying property

Current report

Operational risks, including the risk of cyberattacks and other security incidents, or disruption in the availability and/or functionality of our technology infrastructure and systems

Current report

Lender liability claims, requirements that we repurchase mortgage loans or indemnify investors, or allegations of violations of predatory lending laws and environmental liabilities with respect to properties to which we take title

Current report

Inadequate insurance on collateral underlying mortgage loans and real estate securities

Current report

Failure to realize an attractive price upon disposal of portfolio assets that are recorded at fair value

Current report

The interest margin, cost structure and return on equity of our existing and future securitizations and the inability to successfully complete additional securitization transactions on attractive terms or at all

Current report

The termination of one or more of our warehouse repurchase and revolving loan facilities

Current report

Interest rate fluctuations or mismatches between our loans and our borrowings

Current report

Legal and Regulatory Risks

Current report

Legal or regulatory developments related to mortgage-related assets, securitizations or state licensing and operational requirements

Current report

Our ability to maintain our exclusion under the Investment Company Act of 1940, as amended (the “1940 Act”)

Current report

Our ability to comply with laws, regulations and market standards regarding the privacy, use, and security of customer and other regulated information

Current report

Litigation and adverse legislative or regulatory changes

Current report

Substantial volatility in our common stock price

Current report

The influence of our largest stockholders over us and our performance

Current report

The issuance of additional securities that dilute or depress the market price of our common stock

Current report

Future offerings of debt securities that are senior to our common stock in liquidation, or equity securities that are senior to our common stock in respect of liquidation and distributions

Current report

Certain provisions in our organizational documents that may make takeovers more difficult

Current report

Risks Related to Our Business

Current report

We are dependent upon the success of the investor real estate market and conditions that negatively impact this market may reduce demand for our loans and adversely impact our business, results of operations and financial condition.

Current report

Our borrowers are primarily owners of residential rental and small commercial properties. Accordingly, the success of our business is closely tied to the overall success of the investors and small business owners in that market. Various changes in real estate conditions may impact this market. Any negative trends in such real estate conditions may reduce demand for our products and services and, as a result, adversely affect our results of operations. These conditions include:

Current report

oversupply of, or a reduction in demand for, residential rental and small commercial properties;

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Removed paragraphs (1)

Previous report

Intentionally omitted pursuant to smaller reporting company reduced disclosure requirements.