UWM Holdings Corp

Previous wording

Our mortgage origination business derives revenue from originating, processing and underwriting primarily GSE conforming mortgage loans, along with FHA, USDA and VA mortgage loans, which are subsequently pooled and sold in the secondary market. For the three months ended March 31, 2025, 92% of the loans we originated were sold to Fannie Mae or Freddie Mac, or were transferred to Ginnie Mae pools in the secondary market, while the remainder primarily include non-agency jumbo loans that are underwritten to the same “Qualified Mortgage" underwriting standards and have a similar risk profile but are sold to third party investors primarily due to loan size, construction loans, and non-qualified mortgage products, including home equity lines of credit (which in many instances are second liens).

Current wording

Our mortgage origination business derives revenue from originating, processing and underwriting primarily GSE conforming mortgage loans, along with FHA, USDA and VA mortgage loans, which are subsequently pooled and sold in the secondary market. For the three and six months ended June 30, 2025, 92% and 91%, respectively, of the loans we originated were sold to Fannie Mae or Freddie Mac, or were transferred to Ginnie Mae pools in the secondary market, while the remainder primarily include non-agency jumbo loans that are underwritten to the same “Qualified Mortgage" underwriting standards and have a similar risk profile but are sold to third party investors primarily due to loan size, construction loans, and non-qualified mortgage products, including home equity lines of credit (which in many instances are second liens).

Previous wording

The mortgage origination process generally begins with a borrower entering into an IRLC with us that is arranged by an Independent Mortgage Broker, pursuant to which we have committed to enter into a mortgage at specified interest rates and terms within a specified period of time with a borrower who has applied for a loan and met certain credit and underwriting criteria. As we have committed to providing a mortgage loan at a specific interest rate, we generally hedge that risk by selling forward-settling mortgage-backed securities and FLSCs in the To Be Announced ("TBA") market. When the mortgage loan is closed, we fund the loan with approximately 2-3%, on average, of our own funds and the remainder with funds drawn under one of our warehouse facilities (except when we opt to "self-wareh ouse" in which case we use our cash to fund the entire loan). At that point, the mortgage loan is legally owned by our warehouse facility lender and is subject to our repurchase right (other than when we self-warehouse). When we have identified a pool of mortgage loans to sell to the agencies, non-governmental entities, other investors, or through our private label securitization transactions, we repurchase loans not already owned by us from our warehouse lender and sell the pool of mortgage loans into the secondary market, but in most instances retain the MSRs associated with those loans. We currently retain the MSRs associated with the majority of our production, but we have, and intend to continue to opportunistically sell MSRs depending on market conditions. This nimble approach has provided us funding flexibility, and reduced legacy MSR asset exposure. When we sell MSRs, we typically sell them in the bulk MSR secondary market.

Current wording

The mortgage origination process generally begins with a borrower entering into an IRLC with us that is arranged by an Independent Mortgage Broker, pursuant to which we have committed to enter into a mortgage at specified interest rates and terms within a specified period of time with a borrower who has applied for a loan and met certain credit and underwriting criteria. As we have committed to providing a mortgage loan at a specific interest rate, we generally hedge that risk by selling forward-settling mortgage-backed securities and FLSCs in the To Be Announced market. When the mortgage loan is closed, we fund the loan with approximately 2-3%, on average, of our own funds and the remainder with funds drawn under one of our warehouse facilities (except when we opt to "self-wareh ouse" in which case we use our cash to fund the entire loan). At that point, the mortgage loan is legally owned by our warehouse facility lender and is subject to our repurchase right (other than when we self-warehouse). When we have identified a pool of mortgage loans to sell to the agencies, non-governmental entities, other investors, or through our private label securitization transactions, we repurchase loans not already owned by us from our warehouse lender and sell the pool of mortgage loans into the secondary market, but in most instances retain the MSRs associated with those loans. We currently retain the MSRs associated with the majority of our production, but we have, and intend to continue to opportunistically sell MSRs depending on market conditions. This nimble approach has provided us funding flexibility, and reduced legacy MSR asset exposure. When we sell MSRs, we typically sell them in the bulk MSR secondary market.

Previous wording

Three Months Ended March 31, 2025 and 2024 Summary

Current wording

Three and Six Months Ended June 30, 2025 and 2024 Summary

Previous wording

For the three months ended March 31, 2025, we originated $32.4 billion in loans, which was an increase of $4.7 billion, or 17.1%, from the $27.6 billion of originations during the three months ended March 31, 2024. We reported net loss of $247.0 million for the three months ended March 31, 2025, which was a decrease of $427.6 million, compared to net income of $180.5 million for the three months ended March 31, 2024. Adjusted EBITDA for the three months ended March 31, 2025 was $57.8 million as compared to $101.5 million for the three months ended March 31, 2024. Refer to the "Non-GAAP Financial Measures" section below for a detailed discussion of how we define and calculate Adjusted EBITDA.

Current wording

For the three months ended June 30, 2025, we originated $39.7 billion in loans, which was an increase of $6.1 billion, or 18.2%, from the $33.6 billion of originations during the three months ended June 30, 2024. We reported net income of $314.5 million for the three months ended June 30, 2025, which was an increase of $238.2 million, compared to net income of $76.3 million for the three months ended June 30, 2024. Adjusted EBITDA for the three months ended June 30, 2025 was $195.7 million as compared to $133.1 million for the three months ended June 30, 2024. Refer to the "Non-GAAP Financial Measures" section below for a detailed discussion of how we define and calculate Adjusted EBITDA.

Previous wording

The following table presents a reconciliation of net income (loss), the most directly comparable U.S. GAAP financial measure, to Adjusted EBITDA:

Current wording

The following table presents a reconciliation of net income, the most directly comparable U.S. GAAP financial measure, to Adjusted EBITDA:

Previous wording

Results of Operations for the Three Months Ended March 31, 2025 and 2024

Current wording

Results of Operations for the Three and Six Months Ended June 30, 2025 and 2024

Previous wording

The total of primary loss and capitalization of MSRs decreased approximately $19.0 million for the three months ended March 31, 2025 as compared to the same period in 2024. This decrease was primarily due to certain pricing incentives in the first quarter of 2025, partially offset by an increase in loan production volume of $4.7 billion, or 17.1%, from $27.6 billion to $32.4 billion during the three months ended March 31, 2025, as compared to the same period in 2024.

Current wording

The total of primary loss and capitalization of MSRs increased approximately $56.9 million for the three months ended June 30, 2025 as compared to the same period in 2024. This increase was primarily due to an increase in loan production volume of $6.1 billion, or 18.2%, from $33.6 billion to $39.7 billion during the three months ended June 30, 2025, as compared to the same period in 2024.

Previous wording

Loan origination fees increased by approximately $24.7 million for the three months ended March 31, 2025 as compared to the same period in 2024, due to increases in loan production volume and increases in per loan origination and other fees associated with new product offerings.

Current wording

Loan origination fees increased by approximately $30.2 million for the three months ended June 30, 2025 as compared to the same period in 2024, due to increases in loan production volume and increases in per loan origination and other fees associated with new product offerings.

Previous wording

The increase in production volume was primarily due to higher refinance volume as a result of certain pricing incentives offered during the first quarter of 2025 and an increase in average loan amount compared to the same period in 2024.

Current wording

The increase in production volume was primarily due to higher refinance volume as a result of the generally lower market interest rate environment during the three months ended June 30, 2025 compared to the same period in 2024.

Previous wording

Loan servicing income was $190.5 million for the three months ended March 31, 2025, an increase of $5.8 million, or 3.1%, as compared to $184.7 million for the three months ended March 31, 2024. The increase in loan servicing income during the three months ended March 31, 2025 was primarily driven by an increase in the portfolio weighted average servicing fee as a result of increased retained servicing fees on new production due to better execution, partially offset by a decline in the average servicing portfolio.

Current wording

Loan servicing income was $369.3 million for the six months ended June 30, 2025, an increase of $40.7 million, or 12.4%, as compared to $328.6 million for the six months ended June 30, 2024. The increase in loan servicing income during the six months ended June 30, 2025 was primarily due to an increase in the portfolio weighted average servicing fee as a result of increased retained servicing fees on new production due to better execution, partially offset by a decline in the average servicing portfolio UPB.

Previous wording

Net interest income (interest income less interest expense on funding facilities) was $47.8 million for the three months ended March 31, 2025, an increase of $4.3 million, or 10%, as compared to $43.4 million for the three months ended March 31, 2024, as a result of an increase in interest income, partially offset by higher interest expense on funding facilities. The increase in interest income was primarily due to higher average balances of mortgage loans at fair value due to increased loan production volume, partially offset by lower average note rates on mortgage loans at fair value. The increase in interest expense on funding facilities was primarily due to higher average warehouse balances from increased loan production volume and lower credits from warehouse lenders on custodial and other deposits.

Current wording

Net interest income (interest income less interest expense on funding facilities) was $49.3 million for the three months ended June 30, 2025, an increase of $4.6 million, or 10%, as compared to $44.7 million for the three months ended June 30, 2024, as a result of an increase in interest income, partially offset by higher interest expense on funding facilities. The increase in interest income was primarily due to higher average balances of mortgage loans at fair value due to increased loan production volume, partially offset by lower average note rates on mortgage loans at fair value. The increase in interest expense on funding facilities was primarily due to higher average warehouse balances from increased loan production volume and lower credits from warehouse lenders on custodial and other deposits.

Previous wording

Interest expense on non-funding debt was $50.1 million for the three months ended March 31, 2025, an increase from $40.2 million for the three months ended March 31, 2024, primarily due to interest expense on the $800.0 million of 2030 Senior Notes issued in December of 2024, partially offset by lower interest expense on secured lines of credit due to lower average balances and lower interest rates.

Current wording

Interest expense on non-funding debt was $50.8 million for the three months ended June 30, 2025, an increase from $32.0 million for the three months ended June 30, 2024, primarily due to interest expense on the $800.0 million of 2030 Senior Notes issued in December of 2024 as well as a higher interest expense on the secured lines of credit as a result of higher average balances on the MSR facilities.

Previous wording

The change in fair value of MSRs for the three months ended March 31, 2025 was a decrease of $388.6 million, as compared with a decrease of $15.6 million for the three months ended March 31, 2024. The decrease in fair value of MSRs for the three months ended March 31, 2025 was primarily attributable to a decrease in fair value of approximately $250.8 million due to changes in valuation inputs and assumptions (due primarily to changes in relevant market interest rates), a decline in fair value of approximately $123.1 million due to realization of cash flows, decay, and other (including loans paid in full) and approximately $14.7 million of net reserves and transaction costs for bulk MSR sales and sales of excess servicing cash flows.

Current wording

The change in fair value of MSRs for the six months ended June 30, 2025 was a decrease of $500.0 million, as compared with a decrease of $158.0 million for the six months ended June 30, 2024. The decrease in fair value of MSRs for the six months ended June 30, 2025 was primarily attributable to a decrease in fair value of approximately $247.7 million due to changes in valuation inputs and assumptions (primarily due to changes in relevant market interest rates), a decline in fair value of approximately $219.6 million due to realization of cash flows, decay, and other (including loans paid in full) and approximately $32.7 million of net reserves and transaction costs for bulk MSR sales and sales of excess servicing cash flows.

Previous wording

The decrease in fair value for the three months ended March 31, 2024 of approximately $15.6 million was primarily attributable to a decline of approximately $128.2 million due to realization of cash flows, decay, and other (including loans paid in full) and approximately $28.4 million of net reserves and transaction costs for bulk MSR sales and sales of excess servicing cash flows, partially offset by an increase in fair value of approximately $141.1 million resulting from changes in valuation inputs and assumptions, primarily due to changes in relevant market interest rates.

Current wording

The decrease in fair value for the six months ended June 30, 2024 of approximately $158.0 million was primarily attributable to a decline of approximately $216.5 million due to realization of cash flows, decay, and other (including loans paid in full) and approximately $44.4 million of net reserves and transaction costs for bulk MSR sales and sales of excess servicing cash flows, partially offset by an increase in fair value of approximately $102.8 million resulting from changes in valuation inputs and assumptions, primarily due to changes in relevant market interest rates.

Previous wording

Other costs were $334.8 million for the three months ended March 31, 2025, an increase of $78.1 million, or 30.4%, as compared to $256.7 million for the three months ended March 31, 2024. This increase was primarily due to an increase in salaries, commissions and benefits of $38.6 million, or 25.0%, primarily due to an increase in average team member count as we prepare for anticipated increases in production volume. General and administrative expenses increased $27.3 million primarily due to an increase in occupancy and equipment and consulting expenses, as well as a provision for uncollectible receivables. Direct loan production costs increased $11.7 million, primarily due to costs associated with our free credit report program as well as increased loan production volume. Marketing, travel and entertainment expenses increased $3.1 million, primarily due to increased broker promotions, advertising and brand marketing costs. These increases were partially offset by an increase in other income of $2.6 million primarily due to the increase in fair value of retained investment securities.

Current wording

Other costs were $693.0 million for the six months ended June 30, 2025, an increase of $140.7 million, or 25.5%, as compared to $552.3 million for the six months ended June 30, 2024. This increase was primarily due to an increase in salaries, commissions and benefits of $89.7 million, or 28.5%, primarily due to increases in team member count and production volume. General and administrative expenses increased $32.3 million primarily due to an increase in computer services, software licensing, and support. Direct loan production costs increased $12.5 million, primarily due to costs associated with our free credit report program, partially offset by lower costs associated with down payment assistance programs. Marketing, travel and entertainment expenses increased $5.0 million, primarily due to increases in broker promotions and sponsorship fees.

Previous wording

We recorded a $13.8 million benefit for income taxes during the three months ended March 31, 2025, compared to a $3.7 million provision for income taxes for the three months ended March 31, 2024. The decrease in income tax provision for the three months ended March 31, 2025, as compared to the same period in 2024, was primarily due to a decrease in pre-tax income attributable to the Company, combined with the effects of increased ownership in Holdings LLC due to Exchange Transactions.

Current wording

We recorded a $14.9 million provision for income taxes during the three months ended June 30, 2025, compared to a $0.8 million provision for income taxes for the three months ended June 30, 2024. The increase in income tax provision for the three months ended June 30, 2025, as compared to the same period in 2024, was primarily due to an increase in pre-tax income attributable to the Company, combined with the effects of increased ownership in Holdings LLC due to Exchange Transactions.

Previous wording

Net loss attributable to the Company of $13.7 million for the three months ended March 31, 2025 includes the net loss of UWM attributable to the Company due to its approximate 13% ownership interest in Holdings LLC. Net income attributable to the Company of $8.7 million for the three months ended March 31, 2024, respectively, includes the net income of UWM attributable to the Company due to its approximate 6% ownership interest in Holdings LLC.

Current wording

Net income attributable to the Company of $22.9 million for the three months ended June 30, 2025 includes the net income of UWM attributable to the Company due to its approximate 13% ownership interest in Holdings LLC. Net income attributable to the Company of $3.1 million for the three months ended June 30, 2024, includes the net income of UWM attributable to the Company due to its approximate 6% ownership interest in Holdings LLC.

Previous wording

Net loss was $247.0 million for the three months ended March 31, 2025, a decrease of $427.6 million or 236.8%, as compared to net income of $180.5 million for the three months ended March 31, 2024. The decrease in net income was primarily the result of an increase in negative MSR valuation adjustments, a $373.0 million net change, and an increase in total expenses (including income taxes) of $82.4 million, partially offset by an increase in total revenue of $27.9 million.

Current wording

Net income was $67.5 million for the six months ended June 30, 2025, a decrease of $189.4 million or 73.7%, as compared to net income of $256.8 million for the six months ended June 30, 2024. The decrease in net income was primarily the result of an increase other losses, a $160.2 million net change, and an increase in total expenses (including income taxes) of $193.3 million, partially offset by an increase in total revenue of $164.1 million.

Previous wording

2 Interest rates under these funding facilities are based on a reference short-term interest rate benchmark plus a spread, which ranged from 1.35% to 1.95% for substantially all of our loan production volume as of March 31, 2025.

Current wording

2 Interest rates under these funding facilities are based on SOFR plus a spread, which ranged from 1.25% to 1.95% for substantially all of our loan production volume as of June 30, 2025.

Previous wording

We are an approved lender for loan early funding facilities with Fannie Mae through its As Soon As Pooled Plus (“ASAP+”) program and Freddie Mac through its Early Funding (“EF”) program. As an approved lender for these early funding programs, we enter into an agreement to deliver closed and funded one-to-four family residential mortgage loans, each secured by related mortgages and deeds of trust, and receive funding in exchange for such mortgage loans in some cases before the lender has grouped them into pools to be securitized by Fannie Mae or Freddie Mac. All such mortgage loans must adhere to a set of eligibility criteria to be acceptable. As of March 31, 2025, no amount was outstanding under the ASAP+ program and $42.0 million was outstanding through the EF program.

Current wording

We are an approved lender for loan early funding facilities with Fannie Mae through its As Soon As Pooled Plus (“ASAP+”) program and Freddie Mac through its Early Funding (“EF”) program. As an approved lender for these early funding programs, we enter into an agreement to deliver closed and funded one-to-four family residential mortgage loans, each secured by related mortgages and deeds of trust, and receive funding in exchange for such mortgage loans in some cases before the lender has grouped them into pools to be securitized by Fannie Mae or Freddie Mac. All such mortgage loans must adhere to a set of eligibility criteria to be acceptable. As of June 30, 2025, no amount was outstanding under the ASAP+ program and $255.9 million was outstanding through the EF program.

Previous wording

On December 10, 2024, our consolidated subsidiary, Holdings LLC, issued $800.0 million in aggregate principal amount of senior unsecured notes due February 1, 2030, which are guaranteed by UWM (the "2030 Senior Notes"). The 2030 Senior Notes accrue interest at a rate of 6.625% per annum. Interest on the 2030 Senior Notes is due semi-annually on February 1 and August 1 of each year. We used the net proceeds from the issuance of the 2030 Senior Notes to pay down outstanding amounts on our MSR facilities and for general corporate purposes.

Current wording

On December 10, 2024, our consolidated subsidiary, Holdings LLC, issued $800.0 million in aggregate principal amount of senior unsecured notes due February 1, 2030, which are guaranteed by UWM (the "2030 Senior Notes"). The 2030 Senior Notes accrue interest at a rate of 6.625% per annum. Interest on the 2030 Senior Notes is due semi-annually on February 1 and August 1 of each year, commencing August 1, 2025. We used the net proceeds from the issuance of the 2030 Senior Notes to pay down outstanding amounts on our MSR facilities and for general corporate purposes.

Previous wording

On June 27, 2024, UWM and Citibank amended both the Loan and Security Agreement and the warehouse facility agreement between the parties. These amendments increased the combined total uncommitted borrowing capacity of the Conventional MSR Facility and the warehouse facility to$2.0 billion and extended the maturity dates to June 26, 2026. As of March 31, 2025, $125.0 million was outstanding under the Conventional MSR Facility.

Current wording

On June 27, 2024, UWM and Citibank amended both the Loan and Security Agreement and the warehouse facility agreement between the parties. These amendments increased the combined total uncommitted borrowing capacity of the Conventional MSR Facility and the warehouse facility to$2.0 billion and extended the maturity dates to June 26, 2026. As of June 30, 2025, $325.0 million was outstanding under the Conventional MSR Facility.

Previous wording

In 2023, the Company's consolidated subsidiary, UWM, entered into a Credit Agreement with Goldman Sachs Bank USA, providing UWM with up to $500.0 million of uncommitted borrowing capacity to finance the origination, acquisition or holding of certain mortgage servicing rights (the "Ginnie Mae MSR Facility"). The Ginnie Mae MSR Facility is collateralized by all of UWM's mortgage servicing rights that are appurtenant to mortgage loans pooled in securitization by Ginnie Mae that meet certain criteria. Available borrowings, as well as mandatory curtailments, under the Ginnie Mae MSR Facility are based on the fair market value of the collateral. Borrowings under the Ginnie Mae MSR Facility bear interest based on SOFR plus an applicable margin. The draw period for the Ginnie Mae MSR Facility ends on March 20, 2026, and the facility has a maturity date of March 20, 2027. As of March 31, 2025, $125.0 million was outstanding under the Ginnie Mae MSR Facility.

Current wording

In 2023, the Company's consolidated subsidiary, UWM, entered into a Credit Agreement with Goldman Sachs Bank USA, providing UWM with up to $500.0 million of uncommitted borrowing capacity to finance the origination, acquisition or holding of certain mortgage servicing rights (the "Ginnie Mae MSR Facility"). The Ginnie Mae MSR Facility is collateralized by all of UWM's mortgage servicing rights that are appurtenant to mortgage loans pooled in securitization by Ginnie Mae that meet certain criteria. Available borrowings, as well as mandatory curtailments, under the Ginnie Mae MSR Facility are based on the fair market value of the collateral. Borrowings under the Ginnie Mae MSR Facility bear interest based on SOFR plus an applicable margin. The draw period for the Ginnie Mae MSR Facility ends on March 20, 2026, and the facility has a maturity date of March 20, 2027. As of June 30, 2025, $100.0 million was outstanding under the Ginnie Mae MSR Facility.

Previous wording

The weighted average interest rate charged for borrowings under our MSR facilities was 7.32% and 9.07% forthe three months ended March 31, 2025 and March 31, 2024, respectively.

Current wording

The weighted average interest rate charged for borrowings under our MSR facilities was 7.32% and 8.57% for the three months ended June 30, 2025 and June 30, 2024, respectively. The weighted average interest rate charged for borrowings under our MSR facilities was 7.32% and 9.02% for the six months ended June 30, 2025 and June 30, 2024, respectively.

Previous wording

(the "Revolving Credit Facility"). The Revolving Credit Facility had an initial one-year term and automatically renews for successive one-year periods unless terminated by either party. Amounts borrowed under the Revolving Credit Facility may be borrowed, repaid and reborrowed from time to time, and accrue interest at the Applicable Prime Rate (as defined in the Revolving Credit Agreement). UWM may utilize the Revolving Credit Facility in connection with: (i) operational and investment activities, including but not limited to funding and/or advances related to (a) servicing rights, (b) ‘scratch and dent’ loans, (c) margin requirements, and (d) equity in loans held for sale; and (ii) general corporate purposes.

Current wording

In 2022, UWM entered into the Revolving Credit Agreement, between UWM, as the borrower, and SFS Corp., as the lender. The Revolving Credit Agreement provides for, among other things, a $500.0 million unsecured revolving credit facility (the "Revolving Credit Facility"). The Revolving Credit Facility had an initial one-year term and automatically renews for successive one-year periods unless terminated by either party. Amounts borrowed under the Revolving Credit Facility may be borrowed, repaid and reborrowed from time to time, and accrue interest at the Applicable Prime Rate (as defined in the Revolving Credit Agreement). UWM may utilize the Revolving Credit Facility in connection with: (i) operational and investment activities, including but not limited to funding and/or advances related to (a) servicing rights, (b) ‘scratch and dent’ loans, (c) margin requirements, and (d) equity in loans held for sale; and (ii) general corporate purposes.

Previous wording

In 2021, UWM began selling some of the mortgage loans that it originates through UWM's private label securitization transactions. In executing these transactions, UWM sells mortgage loans to a securitization trust for cash and, in some cases, retained interests in the trust. The securitization entities are funded through the issuance of beneficial interests in the securitized assets. The beneficial interests take the form of trust certificates, some of which are sold to investors and some of which may be retained by UWM due to regulatory requirements. UWM entered into sale and repurchase agreements for a portion of the retained beneficial interests in the securitization trusts established to faci litate its private label securitization transactions which have been accounted for as borrowings against investment securities. As of March 31, 2025, we had $88.8 million outstanding under individual trades executed pursuant to a master repurchase agreement with a counterparty which is collateralized by the investment securities (beneficial interests in the trusts) that we retained due to regulatory requirements. The borrowings against investment securities have remaining terms ranging from one to three months as of March 31, 2025, and interest rates based on SOFR plus a spread. We intend to renew these sale and repurchase agreements upon their maturity during the required holding period for the retained investment securities.

Current wording

In 2021, UWM began selling some of the mortgage loans that it originates through UWM's private label securitization transactions. In executing these transactions, UWM sells mortgage loans to a securitization trust for cash and, in some cases, retained interests in the trust. The securitization entities are funded through the issuance of beneficial interests in the securitized assets. The beneficial interests take the form of trust certificates, some of which are sold to investors and some of which may be retained by UWM due to regulatory requirements. UWM entered into sale and repurchase agreements for a portion of the retained beneficial interests in the securitization trusts established to facilitate its private label securitization transactions which have been accounted for as borrowings against investment securities. As of June 30, 2025, we had $86.9 million outstanding under individual trades executed pursuant to a master repurchase agreement with a counterparty which is collateralized by the investment securities (beneficial interests in the trusts) that we retained due to regulatory requirements. The borrowings against investment securities have remaining terms ranging from one to three months as of June 30, 2025, and interest rates based on SOFR plus a spread. We intend to renew these sale and repurchase agreements upon their maturity during the required holding period for the retained investment securities.

Previous wording

The counterparty under these sale and repurchase agreements conducts daily evaluations of the adequacy of the underlying collateral based on the fair value of the retained investment securities less specified haircuts. These investment securities are financed onaverage at approximately 73% of the outstanding principal balance, andexchanges of cash collateral are required if the fair value of the retained investment securities, less the haircut, is less than the principal balance plus accrued interest on the secured borrowings. As of March 31, 2025, we had delivered $1.3 million of collateral to the counterparty under these sale and repurchase agreements.

Current wording

The counterparty under these sale and repurchase agreements conducts daily evaluations of the adequacy of the underlying collateral based on the fair value of the retained investment securities less specified haircuts. These investment securities are financed on average at approximately 74% of the outstanding principal balance, and exchanges of cash collateral are required if the fair value of the retained investment securities, less the haircut, is less than the principal balance plus accrued interest on the secured borrowings. As of June 30, 2025, we had delivered $1.3 million of collateral to the counterparty under these sale and repurchase agreements.

Previous wording

As of March 31, 2025, our finance lease liabilities were $24.4 million, $24.2 million of which relates to leases with related parties. The Company’s financing lease agreements have remaining terms ranging from approximately two months to eleven years.

Current wording

As of June 30, 2025, our finance lease liabilities were $23.9 million, $23.8 million of which relates to leases with related parties. The Company’s financing lease agreements have remaining terms ranging from approximately two months to eleven years.

Previous wording

Cash flow data for the three months ended March 31, 2025 and 2024

Current wording

Cash flow data for the six months ended June 30, 2025 and 2024

Previous wording

Net cash provided by operating activities was $593.9 million for the three months ended March 31, 2025 compared to net cash used in operating activities of $2.2 billion for the same period in 2024. The increase in cash flows from operating activities year-over-year was primarily driven by the decrease in mortgage loans at fair value (funded in the normal course by borrowings on warehouse facilities) for the period ended March 31, 2025, as compared to an increase in mortgage loans at fair value for the comparable period in 2024, partially offset by a decrease in net income in the first quarter of 2025 net of non-cash items.

Current wording

Net cash provided by operating activities was $328.0 million for the six months ended June 30, 2025 compared to net cash used in operating activities of $3.5 billion for the same period in 2024. The increase in cash flows from operating activities year-over-year was primarily driven by the decrease in mortgage loans at fair value (funded in the normal course by borrowings on warehouse facilities) for the period ended June 30, 2025, as compared to an increase in mortgage loans at fair value for the comparable period in 2024, partially offset by a decrease in net income, adjusted for non-cash operational items.

Previous wording

Net cash provided by investing activities was $928.4 million for the three months ended March 31, 2025 compared to $1.3 billion of net cash provided by investing activities for the same period in 2024. The decrease in cash flows provided by investing activities was primarily driven by a decrease in net proceeds from the sales of MSRs and excess servicing cash flows.

Current wording

Net cash provided by investing activities was $1.6 billion for the six months ended June 30, 2025 compared to $2.3 billion of net cash provided by investing activities for the same period in 2024. The decrease in cash flows provided by investing activities was primarily driven by a decrease in net proceeds from the sales of MSRs and excess servicing cash flows.

Previous wording

Net cash used in financing activities was $1.5 billion for the three months ended March 31, 2025 compared to $1.0 billion of net cash provided by financing activities for the same period in 2024. The decrease in cash flows from financing activities year-over-year was primarily driven by net repayments under warehouse lines of credit (due to the decrease in mortgage loans at fair value), partially offset by a decrease in net repayments on our MSR facilities and member distributions (including tax distributions).

Current wording

Net cash used in financing activities was $1.9 billion for the six months ended June 30, 2025 compared to $1.4 billion of net cash provided by financing activities for the same period in 2024. The decrease in cash flows from financing activities year-over-year was primarily driven by net repayments under warehouse lines of credit (due to the decrease in mortgage loans at fair value) for the six months ended June 30, 2025 compared to net borrowings for the six months ended June 30, 2024, partially offset by decreased net repayments on our secured lines of credit during the six months ended June 30, 2025.

Previous wording

During the first quarter of 2025, the Board declared a dividend of $0.10 per share of Class A common stock for an aggregate amount of $18.8 million. Concurrently with this declaration, the Board, in its capacity as the Manager of Holdings LLC, under the Holdings LLC Second Amended and Restated Operating Agreement, approved a proportional distribution of $141.1 million from Holdings LLC to SFS Corp. with respect to Class B Units of Holdings LLC. The dividend and the distributions were paid on April 10, 2025.

Current wording

During the second quarter of 2025, the Board declared a dividend of $0.10 per share of Class A common stock for an aggregate amount of $20.6 million. Concurrently with this declaration, the Board, in its capacity as the Manager of Holdings LLC, under the Holdings LLC Second Amended and Restated Operating Agreement, approved a proportional distribution of $139.3 million from Holdings LLC to SFS Corp. with respect to Class B Units of Holdings LLC. The dividend and the distributions were paid on July 10, 2025.

Previous wording

In the normal course of business, we are party to financial instruments with off-balance sheet risk. These financial instruments include commitments to extend credit to borrowers at either fixed or floating interest rates. IRLCs are binding agreements to lend to a borrower at a specified interest rate within a specified period of time as long as there is no violation of conditions established in the contract. These commitments generally have fixed expiration dates or other termination clauses which may require payment of a fee. As many of these commitments expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The blended average pullthrough rate was 79% and 80% as of March 31, 2025 and December 31, 2024, respectively.

Current wording

In the normal course of business, we are party to financial instruments with off-balance sheet risk. These financial instruments include commitments to extend credit to borrowers at either fixed or floating interest rates. IRLCs are binding agreements to lend to a borrower at a specified interest rate within a specified period of time as long as there is no violation of conditions established in the contract. These commitments generally have fixed expiration dates or other termination clauses which may require payment of a fee. As many of these commitments expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The blended average pullthrough rate was 77% and 80% as of June 30, 2025 and December 31, 2024, respectively.

Previous wording

As of March 31, 2025, we had sold $2.8 billion of loans to a global insured depository institution and assigned the related trades to deliver the applicable loans into securities for end investors for settlement in April 2025.

Current wording

As of June 30, 2025, we had sold $2.3 billion of loans to a global insured depository institution and assigned the related trades to deliver the applicable loans into securities for end investors for settlement in July 2025.

Previous wording

•the impact of pending litigation on our financial position;

Current wording

•the impact of pending litigation on our financial position and the outcome of such litigation;