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UWM Holdings Corp

For the period ended Sep 30, 2025. Filed Nov 6, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2025 · Filed Nov 6, 2025

UWMC$1.52-6.7%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2025-06-30; filed 2025-08-07.

0001783398-25-000035

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-09-30; filed 2025-11-06.

0001783398-25-000050

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

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.

Compared 216 previous paragraphs and 220 current paragraphs.

156 unchanged; 57 reworded; 5 added; 3 removed; 0 previous and 2 current paragraphs rearranged.

Tables are not compared: 12 previous and 12 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 (5)

Current report

Three and Nine Months Ended September 30, 2025 and 2024 Summary

Current report

Servicing costs increased $8.9 million for the three months ended September 30, 2025, as compared to the same period in 2024 primarily as a result of an increase in the average servicing portfolio and shortfall interest.

Current report

On September 9, 2025, the Company's consolidated subsidiary, Holdings LLC, issued $1.0 billion in aggregate principal amount of senior unsecured notes due March 15, 2031, which are guaranteed by UWM (the "2031 Senior Notes"). The 2031 Senior Notes accrue interest at a rate of 6.250% per annum. Interest on the 2031 Senior Notes is due semi-annually on March 15 and September 15 of each year, commencing on March 15, 2026. We plan to use the net proceeds from the issuance of the 2031 Senior Notes (i) to repay the 2025 Senior Notes at maturity, (ii) pay down outstanding amounts on our MSR facilities, and (iii) the remainder, if any, for working capital.

Current report

restrict SFS Corp. from pursuing certain remedies until all outstanding amounts due under any of the senior notes has been paid upon the occurrence of any event of default under any of the indentures governing the senior notes.
Removed paragraphs (3)

Previous report

Servicing costs increased $9.4 million for the six months ended June 30, 2025, as compared to the same period in 2024 primarily due to the same reasons as mentioned in the three months analysis above.
Reworded paragraphs (57)

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 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).

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 nine months ended September 30, 2025, 93% and 90%, 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

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.

Current wording

For the three months ended September 30, 2025, we originated $41.7 billion in loans, which was an increase of $2.2 billion, or 5.6%, from the $39.5 billion of originations during the three months ended September 30, 2024. We reported net income of $12.1 million for the three months ended September 30, 2025, which was a decrease of $19.9 million, compared to net income of $31.9 million for the three months ended September 30, 2024. Adjusted EBITDA for the three months ended September 30, 2025 was $211.1 million as compared to $107.2 million for the three months ended September 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

For the six months ended June 30, 2025, we originated $72.1 billion in loans, which was an increase of $10.8 billion, or 17.7%, from the $61.3 billion of originations during the six months ended June 30, 2024. We reported net income of $67.5 million for the six months ended June 30, 2025, which was a decrease of $189.4 million, compared to net income of $256.8 million for the six months ended June 30, 2024. Adjusted EBITDA for the six months ended June 30, 2025 was $253.5 million as compared to $234.6 million for the six 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.

Current wording

For the nine months ended September 30, 2025, we originated $113.8 billion in loans, which was an increase of $13.1 billion, or 13.0%, from the $100.8 billion of originations during the nine months ended September 30, 2024. We reported net income of $79.5 million for the nine months ended September 30, 2025, which was a decrease of $209.2 million, compared to net income of $288.8 million for the nine months ended September 30, 2024. Adjusted EBITDA for the nine months ended September 30, 2025 was $464.6 million as compared to $341.8 million for the nine months ended September 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

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

Current wording

Results of Operations for the Three and Nine Months Ended September 30, 2025 and 2024

Previous 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.

Current wording

The total of primary loss and capitalization of MSRs increased approximately $48.1 million for the three months ended September 30, 2025 as compared to the same period in 2024. This increase was primarily due to an increase in loan production volume of $2.2 billion, or 5.6%, from $39.5 billion to $41.7 billion during the three months ended September 30, 2025, as compared to the same period in 2024.

Previous 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.

Current wording

Loan origination fees increased by approximately $17.8 million for the three months ended September 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. The provision for representations and warranties obligations decreased by $10.7 million for the three months ended September 30, 2025 as compared to the same period in 2024, primarily due to improved loss experience.

Previous 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.

Current wording

The increase in production volume was primarily due to higher refinance volume during the three months ended September 30, 2025 compared to the same period in 2024.

Previous wording

The total of primary loss and capitalization of MSRs increased approximately $37.9 million for the six 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 $10.8 billion, or 17.7%, from $61.3 billion to $72.1 billion during the six months ended June 30, 2025, as compared to the same period in 2024.

Current wording

The total of primary loss and capitalization of MSRs increased approximately $86.0 million for the nine months ended September 30, 2025 as compared to the same period in 2024. This increase was primarily due to an increase in loan production volume of $13.1 billion, or 13.0%, from $100.8 billion to $113.8 billion during the nine months ended September 30, 2025, as compared to the same period in 2024.

Previous wording

Loan origination fees increased by approximately $54.9 million for the six months ended June 30, 2025 as compared to the same period in 2024, due to the same reasons as mentioned in the three months analysis above.

Current wording

Loan origination fees increased by approximately $72.7 million for the nine months ended September 30, 2025 as compared to the same period in 2024, due to the same reasons as mentioned in the three months analysis above. The provision for representations and warranties obligations decreased by $14.4 million for the nine months ended September 30, 2025 as compared to the same period in 2024, due to the same reasons as mentioned in the three months analysis above.

Previous wording

Loan servicing income was $178.8 million for the three months ended June 30, 2025, an increase of $34.9 million, or 24.3%, as compared to $143.9 million for the three months ended June 30, 2024. The increase in loan servicing income during the three months ended June 30, 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, as well as an increase in the average UPB of loans serviced.

Current wording

Loan servicing income was $169.0 million for the three months ended September 30, 2025, an increase of $34.3 million, or 25.4%, as compared to $134.8 million for the three months ended September 30, 2024. The increase in loan servicing income during the three months ended September 30, 2025 was primarily driven by an increase in the average portfolio weighted average servicing fee as a result of increased retained servicing fees on new production due to better execution, as well as an increase in the average UPB of loans serviced.

Previous 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.

Current wording

Loan servicing income was $538.3 million for the nine months ended September 30, 2025, an increase of $75.0 million, or 16.2%, as compared to $463.4 million for the nine months ended September 30, 2024. The increase in loan servicing income during the nine months ended September 30, 2025 was primarily due to an increase in the average portfolio weighted average servicing fee as a result of increased retained servicing fees on new production due to better execution, partially offset by a slight decline in the average servicing portfolio UPB.

Previous wording

Servicing costs increased $9.3 million for the three months ended June 30, 2025, as compared to the same period in 2024 primarily as a result of shortfall interest and costs associated with the upcoming transition to in-house servicing.

Current wording

Servicing costs increased $18.3 million for the nine months ended September 30, 2025, as compared to the same period in 2024 primarily as a result of shortfall interest and certain costs associated with the transition to in-house servicing.

Previous wording

Net interest income (interest income less interest expense on funding facilities) was $97.1 million for the six months ended June 30, 2025, an increase of $9.0 million, or 10%, as compared to $88.1 million for the six months ended June 30, 2024, as a result of an increase in interest income, partially offset by higher interest expense on funding facilities. The increases in interest income and interest expense on funding facilities were primarily due to the same reasons mentioned in the three months analysis above.

Current wording

Net interest income (interest income less interest expense on funding facilities) was $51.8 million for the three months ended September 30, 2025, an increase of $16.1 million, or 45.0%, as compared to $35.7 million for the three months ended September 30, 2024, as a result of lower interest expense on funding facilities, partially offset by a decrease in interest income. The decrease in interest expense on funding facilities was primarily due to lower interest rates and higher credits from warehouse lenders on custodial and other deposits. The decrease in interest income was primarily due to lower average note rates on mortgage loans at fair value.

Previous 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.

Current wording

Interest expense on non-funding debt was $51.8 million for the three months ended September 30, 2025, an increase from $31.5 million for the three months ended September 30, 2024, primarily due to interest expense on the $800.0 million of 2030 Senior Notes issued in December of 2024 and interest expense on the $1.0 billion of 2031 Senior Notes issued in September of 2025. Additionally, we had higher interest expense on the secured lines of credit as a result of higher average balances on the MSR facilities, partially offset by lower interest rates.

Previous 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.

Current wording

Net interest income (interest income less interest expense on funding facilities) was $148.9 million for the nine months ended September 30, 2025, an increase of $25.0 million, or 20.2%, as compared to $123.9 million for the nine months ended September 30, 2024, as a result of an increase in interest income partially offset by a decrease 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 decrease in interest expense on funding facilities was primarily due to lower interest rates and higher credits from warehouse lenders on custodial and other deposits, partially offset by higher average warehouse balances due to increased loan production.

Previous wording

Interest expense on non-funding debt was $100.9 million for the six months ended June 30, 2025, an increase from $72.2 million for the six months ended June 30, 2024, primarily due to the same reasons mentioned in the three months analysis above.

Current wording

Interest expense on non-funding debt was $152.7 million for the nine months ended September 30, 2025, an increase from $103.7 million for the nine months ended September 30, 2024, primarily due to the same reasons mentioned in the three months analysis above.

Previous wording

The change in fair value of MSRs for the three months ended June 30, 2025 was a decrease of $111.4 million, as compared with a decrease of $142.5 million for the three months ended June 30, 2024. The decrease in fair value of MSRs for the three months ended June 30, 2025 was primarily attributable to a decline in fair value of approximately $96.6 million due to the realization of cash flows, decay, and other (including loans paid in full) and approximately $18.0 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 $3.2 million due to changes in valuation inputs and assumptions (primarily due to changes in relevant market interest rates and related valuation assumptions).

Current wording

The change in fair value of MSRs for the three months ended September 30, 2025 was a decrease of $307.8 million, as compared with a decrease of $446.1 million for the three months ended September 30, 2024. The decrease in fair value of MSRs for the three months ended September 30, 2025 was primarily attributable to a decrease in fair value of approximately $158.8 million due to changes in valuation inputs and assumptions (primarily due to changes in relevant market interest rates and related valuation assumptions), a decline in fair value of approximately $115.7 million due to the realization of cash flows, decay, and other (including loans paid in full) and approximately $33.3 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 June 30, 2024 of approximately $142.5 million was primarily attributable to a decline of approximately $88.2 million due to realization of cash flows, decay, and other (including loans paid in full), a decrease in fair value of approximately $38.2 million due to changes in valuation inputs and assumptions and approximately $16.0 million of net reserves and transaction costs for bulk MSR sales and sales of excess servicing cash flows.

Current wording

The decrease in fair value for the three months ended September 30, 2024 of approximately $446.1 million was primarily attributable to a decrease in fair value of approximately $263.9 million due to changes in valuation inputs and assumptions, a decrease of approximately $161.4 million due to realization of cash flows, decay, and other (including loans paid in full) and approximately $20.8 million of net reserves and transaction costs for bulk MSR sales and sales of excess servicing cash flows.

Previous 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.

Current wording

The change in fair value of MSRs for the nine months ended September 30, 2025 was a decrease of $807.8 million, as compared with a decrease of $604.1 million for the nine months ended September 30, 2024. The decrease in fair value of MSRs for the nine months ended September 30, 2025 was primarily attributable to a decrease in fair value of approximately $406.5 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 $335.3 million due to realization of cash flows, decay, and other (including loans paid in full) and approximately $66.0 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 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.

Current wording

The decrease in fair value for the nine months ended September 30, 2024 of approximately $604.1 million was primarily attributable to a decline of approximately $377.9 million due to realization of cash flows, decay, and other (including loans paid in full), a decrease in fair value of approximately $161.1 million resulting from changes in valuation inputs and assumptions, primarily due to changes in relevant market interest rates and approximately $65.2 million of net reserves and transaction costs for bulk MSR sales and sales of excess servicing cash flows.

Previous wording

The gain on other interest rate derivatives of $208.9 million for the three and six months ended June 30, 2025 was due to a gain on interest rate swap futures that we entered into during the second quarter of 2025 in order to protect our interest rate risk position.

Current wording

The gain on other interest rate derivatives of $27.8 million and $236.7 million for the three and nine months ended September 30, 2025, respectively, was due to a gain on other interest rate derivative instruments that we entered into during the second and third quarters of 2025 in order to manage overall interest rate risk.

Previous wording

The gain on other interest rate derivatives of $27.2 million for the three and six months ended June 30, 2024 was due to the gain on interest rate swap futures that we entered into during the second quarter of 2024 in order to protect our interest rate risk position.

Current wording

The gain on other interest rate derivatives of $226.9 million and $254.1 million for the three and nine months ended September 30, 2024, respectively, was due to the gain on other interest rate derivative instruments that we entered into during the second quarter of 2024 in order to manage overall interest rate risk.

Previous wording

Other costs were $358.2 million for the three months ended June 30, 2025, an increase of $62.6 million, or 21.2%, as compared to $295.6 million for the three months ended June 30, 2024. This increase was primarily due to an increase in salaries, commissions and benefits of $51.2 million, or 31.9%, primarily due to increases in team member count and production volume. General and administrative expenses increased $4.9 million primarily due to an increase in computer services and support. Other expense increased by $3.0 million primarily due to an increase in TRA liability. Marketing, travel and entertainment expenses increased $1.9 million, primarily due to increases in broker promotions and sponsorship fees.

Current wording

Other costs were $384.6 million for the three months ended September 30, 2025, an increase of $56.5 million, or 17.2%, as compared to $328.0 million for the three months ended September 30, 2024. This increase was primarily due to an increase in salaries, commissions and benefits of $41.3 million, or 22.8%, primarily due to increases in team member count and production volume. General and administrative expenses increased $8.6 million primarily due to an increase in computer services, software licensing, and support, driven in part by an increase in costs related to AI initiatives. Direct loan production costs increased $5.8 million, primarily due to costs associated with our free credit report program as well as increased loan production volume, partially offset by lower costs associated with down payment assistance programs.

Previous 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.

Current wording

Other costs were $1.1 billion for the nine months ended September 30, 2025, an increase of $197.2 million, or 22.4%, as compared to $880.3 million for the nine months ended September 30, 2024. This increase was primarily due to an increase in salaries, commissions and benefits of $131.0 million, or 26.4%, primarily due to increases in team member count and production volume, along with an increase in stock-based compensation expense. General and administrative expenses increased $40.9 million primarily due to an increase in computer services, software licensing, and support, driven in part by an increase in costs related to AI initiatives, partially offset by a decrease in legal expenses. Direct loan production costs increased $18.4 million, primarily due to costs associated with our free credit report program and higher production volume, partially offset by lower costs associated with down payment assistance programs. Marketing, travel and entertainment expenses increased $6.0 million, primarily due to increases in broker promotions and sponsorship fees.

Previous 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.

Current wording

We recorded a $0.6 million provision for income taxes during the three months ended September 30, 2025, compared to a $0.3 million provision for income taxes for the three months ended September 30, 2024. The increase in income tax provision for the three months ended September 30, 2025, as compared to the same period in 2024, was primarily due to the effects of our increased ownership percentage in Holdings LLC as a result of Exchange Transactions.

Previous wording

We recorded a $1.2 million provision for income taxes during the six months ended June 30, 2025, compared to a $4.5 million provision for income taxes for the six months ended June 30, 2024. The decrease in income tax provision for the six months ended June 30, 2025, as compared to the same period in 2024, was primarily due to a decrease in pre-tax income attributable to the Company, partially offset by the effects of increased ownership in Holdings LLC due to Exchange Transactions.

Current wording

We recorded a $1.7 million provision for income taxes during the nine months ended September 30, 2025, compared to a $4.9 million provision for income taxes for the nine months ended September 30, 2024. The decrease in income tax provision for the nine months ended September 30, 2025, as compared to the same period in 2024, was primarily due to a decrease in pre-tax income attributable to the Company, partially offset by the effects of our increased ownership percentage in Holdings LLC as a result of Exchange Transactions.

Previous wording

Net income was $314.5 million for the three months ended June 30, 2025, an increase of $238.2 million or 312.2%, as compared to net income of $76.3 million for the three months ended June 30, 2024. The increase in net income was primarily the result of an increase in total revenue of $136.3 million, an increase in other gains, net, of $212.8 million, partially offset by an increase in total expenses (including income taxes) of $110.9 million.

Current wording

Net income was $12.1 million for the three months ended September 30, 2025, a decrease of $19.9 million or 62.2%, as compared to net income of $31.9 million for the three months ended September 30, 2024. The decrease in net income was primarily the result of an increase in other losses, net of other gains, of $60.8 million and an increase in total expenses (including income taxes) of $56.7 million, partially offset by an increase in total revenue of $97.7 million.

Previous 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.

Current wording

Net loss attributable to the Company of $1.3 million for the three months ended September 30, 2025 includes the net income of UWM attributable to the Company due to its approximate 15% ownership interest in Holdings LLC. Net loss attributable to the Company of $6.3 million for the three months ended September 30, 2024, includes the net income of UWM attributable to the Company due to its approximate 7% ownership interest in Holdings LLC.

Previous 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.

Current wording

Net income was $79.5 million for the nine months ended September 30, 2025, a decrease of $209.2 million or 72.5%, as compared to net income of $288.8 million for the nine months ended September 30, 2024. The decrease in net income was primarily the result of an increase other losses, net of other gains, a $221.1 million net change, and an increase in total expenses (including income taxes) of $249.9 million, partially offset by an increase in total revenue of $261.8 million.

Previous wording

Net income attributable to the Company of $9.2 million for the six 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 $11.8 million for the six months ended June 30, 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 $8.0 million for the nine months ended September 30, 2025 includes the net income of UWM attributable to the Company due to its approximate 15% ownership interest in Holdings LLC. Net income attributable to the Company of $5.5 million for the nine months ended September 30, 2024 includes the net income of UWM attributable to the Company due to its approximate 7% ownership interest in Holdings LLC.

Previous wording

We currently believe that our cash on hand, as well as the sources of liquidity described above, will be sufficient to maintain our current operations and fund our loan originations capital commitments for the next twelve months. We also believe that we have adequate available liquidity to satisfy the upcoming maturity of the 2025 Senior Notes.

Current wording

We currently believe that our cash on hand, as well as the sources of liquidity described above, will be sufficient to maintain our current operations and fund our loan originations capital commitments for the next twelve months. We also believe that we have adequate available liquidity, including the net proceeds from the issuance of the 2031 Senior Notes in September 2025, to satisfy the upcoming maturity of the 2025 Senior Notes.

Previous 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.

Current wording

2 Interest rates under these funding facilities are based on SOFR plus a spread, which ranged from 1.15% to 1.90% for substantially all of our loan production volume as of September 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 June 30, 2025, no amount was outstanding under the ASAP+ program and $255.9 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 September 30, 2025, $25.9 million amount was outstanding under the ASAP+ program and $90.0 million was outstanding through the EF program.

Previous wording

On November 3, 2020, our consolidated subsidiary, UWM, issued $800.0 million in aggregate principal amount of senior unsecured notes due November 15, 2025 (the “2025 Senior Notes”). The 2025 Senior Notes accrue interest at a rate of 5.500% per annum. Interest on the 2025 Senior Notes is due semi-annually on May 15 and November 15 of each year. We used approximately $500.0 million of the net proceeds from the offering of 2025 Senior Notes for general corporate purposes to fund future growth and distributed the remainder to SFS Corp. for tax distributions. Currently, we may redeem the 2025 Senior Notes at 100% of the principal amount plus accrued and unpaid interest.

Current wording

On November 3, 2020, our consolidated subsidiary, UWM, issued $800.0 million in aggregate principal amount of senior unsecured notes due November 15, 2025 (the “2025 Senior Notes”). The 2025 Senior Notes accrue interest at a rate of 5.500% per annum. Interest on the 2025 Senior Notes is due semi-annually on May 15 and November 15 of each year. We used approximately $500.0 million of the net proceeds from the offering of 2025 Senior Notes for general corporate purposes to fund future growth and distributed the remainder to SFS Corp. for tax distributions. We intend to repay the 2025 Senior Notes at maturity.

Previous wording

The indentures governing the 2025 Senior Notes, the 2027 Senior Notes, the 2029 Senior Notes, and the 2030 Senior Notes contain certain operating covenants and restrictions, subject to a number of exceptions and qualifications, including restrictions on our ability to (1) incur additional non-funding indebtedness unless either (y) the Fixed Charge Coverage Ratio (as defined in the applicable indenture) is no less than 3.0 to 1.0 or (z) the Debt-to-Equity Ratio (as defined in the applicable indenture) does not exceed 2.0 to 1.0, (2) merge, consolidate or sell assets, (3) make restricted payments, including distributions, (4) enter into transactions with affiliates, (5) enter into sale and leaseback transactions and (6) incur liens securing indebtedness. We were in compliance with the terms of these indentures as of June 30, 2025.

Current wording

The indentures governing the 2025 Senior Notes, the 2027 Senior Notes, the 2029 Senior Notes, the 2030 Senior Notes, and the 2031 Senior Notes contain certain operating covenants and restrictions, subject to a number of exceptions and qualifications, including restrictions on our ability to (1) incur additional non-funding indebtedness unless either (y) the Fixed Charge Coverage Ratio (as defined in the applicable indenture) is no less than 3.0 to 1.0 or (z) the Debt-to-Equity Ratio (as defined in the applicable indenture) does not exceed 2.0 to 1.0, (2) merge, consolidate or sell assets, (3) make restricted payments, including distributions, (4) enter into transactions with affiliates, (5) enter into sale and leaseback transactions and (6) incur liens securing indebtedness. We were in compliance with the terms of these indentures as of September 30, 2025.

Previous wording

On January 30, 2023, UWM amended the Loan and Security Agreement with Citibank, to permit UWM, with the prior consent of Citibank, to enter into transactions for the sale of excess servicing cash flows (as discussed below) whereby Citibank will release its security interest in that portion of the collateral.

Current wording

On January 30, 2023, UWM amended the Loan and Security Agreement with Citibank, to permit UWM, with the prior consent of Citibank, to enter into transactions for the sale of excess servicing cash flows whereby Citibank will release its security interest in that portion of the collateral.

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 June 30, 2025, $325.0 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 September 30, 2025, no amounts were 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 June 30, 2025, $100.0 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 September 30, 2025, no amounts were 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 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.

Current wording

The weighted average interest rate charged for borrowings under our MSR facilities was 7.17% and 8.14% for the three months ended September 30, 2025 and September 30, 2024, respectively. The weighted average interest rate charged for borrowings under our MSR facilities was 7.21% and 8.92% for the nine months ended September 30, 2025 and September 30, 2024, respectively.

Previous wording

The Revolving Credit Agreement contains certain financial and operating covenants and restrictions, subject to a number of exceptions and qualifications, and the availability of funds under the Revolving Credit Facility is subject to our continued compliance with these covenants. We were in compliance with these covenants as of June 30, 2025. No amounts were outstanding under the Revolving Credit Facility as of June 30, 2025.

Current wording

The Revolving Credit Agreement contains certain financial and operating covenants and restrictions, subject to a number of exceptions and qualifications, and the availability of funds under the Revolving Credit Facility is subject to our continued compliance with these covenants. We were in compliance with these covenants as of September 30, 2025. No amounts were outstanding under the Revolving Credit Facility as of September 30, 2025. In 2025, UWM and SFS Corp. amended the Revolving Credit Agreement to, among other things, (i) restrict UWM from making any payment to SFS Corp. upon the occurrence of an event of default under any of the indentures governing any of senior notes outstanding and (ii)

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Rearranged current paragraphs (2)

Current report — wording carried from elsewhere

On or after March 15, 2028, the Company may, at its option, redeem the 2031 Senior Notes in whole or in part during the twelve-month period beginning on the following dates at the following redemption prices: March 15, 2028 at 103.125%; March 15, 2029 at 101.563%; or March 15, 2030 until maturity at 100%, of the principal amount of the 2031 Senior Notes to be redeemed on the redemption date plus accrued and unpaid interest. Prior to March 15, 2028, the Company may, at its option, redeem up to 40% of the aggregate principal amount of the 2031 Senior Notes originally issued at a redemption price of 106.250% of the principal amount of the 2031 Senior Notes redeemed on the redemption date plus accrued and unpaid interest, with net proceeds of certain equity offerings. In addition, the Company may, at its option, redeem some or all of the 2031 Senior Notes prior to March 15, 2028 at a price equal to 100% of the principal amount redeemed plus a "make-whole" premium, plus accrued and unpaid interest.

Current report — wording carried from elsewhere

•our ability to increase or decrease the size of our warehouse lines to reflect anticipated increases or decreases in volume;