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UWM Holdings Corp

For the period ended Sep 30, 2026. Filed Nov 6, 2026.

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, 2026 · Filed Nov 6, 2026

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 2026-06-30; filed 2026-08-07.

0001783398-26-000117

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

Current report: 10-Q

Period ended 2026-09-30; filed 2026-11-06.

0001783398-26-000140

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 211 previous paragraphs and 218 current paragraphs.

126 unchanged; 70 reworded; 20 added; 12 removed; 3 previous and 2 current paragraphs rearranged.

Tables are not compared: 12 previous and 14 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 (20)

Current report

Three and Nine Months Ended September 30, 2026 and 2025 Summary

Current report

In connection with the finalization of the Company’s quarter-end financial reporting processes, the Company corrected the adjusted tax provision that was used in the calculation of the non-GAAP metric "Adjusted net income available to Class A Common Shareholders" and "Adjusted diluted earnings per share" amounts for the quarter ended September 30, 2026 previously reported in its earnings release dated November 4, 2026. The Company's net income does not reflect the income tax provision that would otherwise be reflected if 100% of the economic interest in UWM was owned by the Company. Therefore, for comparison purposes, the Company provides the non-GAAP metric “Adjusted net income available to Class A common shareholders,” which is our pre-tax income together with an adjusted income tax provision, which is calculated as the provision for income taxes plus the tax effects of net income attributable to non-controlling interest determined using a blended statutory effective tax rate, less preferred stock dividends. “Adjusted diluted earnings per share” is defined as “Adjusted net income available to Class A common shareholders” divided by the weighted average number of shares of Class A common stock outstanding for the applicable period, assuming the exchange and conversion of all outstanding Class D common stock for Class A common stock, and is calculated and presented for periods in which the assumed exchange and conversion of Class D common stock to Class A common stock is anti-dilutive to EPS. Management believes that these non-GAAP metrics provide useful information to investors based on our Up-C structure, however, these measures are not financial measures calculated in accordance with GAAP and should not be considered as a substitute for net income or diluted earnings per share calculated in accordance with GAAP.

Current report

The following is the corrected reconciliation of these non-GAAP measures for the quarter ended September 30, 2026:

Current report

Servicing costs increased $27.4 million for the nine months ended September 30, 2026, as compared to the same period in 2025 primarily as a result of higher shortfall interest, as well as increased foreclosure expenses and reserves for servicing advances. These increases were partially offset by lower third-party subservicing costs as we continued to transition loans to our in-house servicing platform. We began boarding newly originated loans onto the platform in the first quarter of 2026 and subsequently began transitioning existing loans serviced by our third-party subservicer. As of September 30, 2026, approximately 78% of our servicing portfolio, representing approximately $211 billion of UPB, was serviced in-house, compared to approximately 27%, representing approximately $66 billion of UPB, as of June 30, 2026. We expect third-party subservicing costs to continue to decrease as the remaining servicing portfolio is transitioned in-house. We expect to have substantially all loans transitioned to our in-house servicing platform by the end of 2026.

Current report

The loss on other interest rate derivatives of $481.5 million for the three months ended September 30, 2026 was due to a loss on certain derivative financial instruments, primarily driven by increases in relevant market interest rates which was offset by a change in the fair value of the MSR portfolio which is recorded separately under “Change in fair value of mortgage servicing rights.” The loss on other interest rate derivatives of $1.2 billion for the nine months ended September 30, 2026 was primarily attributable to increases and volatility of relevant market interest rates.

Current report

•proceeds from borrowings to fund originations, including under our loan funding facilities;

Current report

◦proceeds from borrowings under our other financing facilities.

Current report

In August 2026, we completed a strategic capital transaction involving the issuance of $1.65 billion of Series A Preferred Stock and 330 million warrants on our Class A common stock, which strengthened our capital and liquidity position. In October 2026, we commenced a rights offering pursuant to which we expect to receive gross proceeds of $400 million from the rights offering or from the related backstop commitments. These transactions have provided and will provide the Company with additional liquidity and capital resources to support our operational cash requirements, meet our contractual and other obligations, and manage our leverage levels.

Current report

On August 5, 2026, we issued 1,500,000 shares of our Series A-1 Preferred Stock and 150,000 shares of its Series A-2 Preferred Stock and warrants to purchase shares of its Class A common stock for an aggregate purchase price of $1.65 billion. In connection with the transaction, we issued 165,000,000 Class A warrants with an exercise price of $6.00 per share of Class A Common Stock (“Class A Warrants”) and 165,000,000 Class B warrants with an exercise price of $2.00 per share of Class A Common Stock (“Class B Warrants”), each exercisable for shares of the Company’s Class A common stock. The Class A Warrants and the Class B Warrants are exercisable solely for cash and expire August 5, 2036.

Current report

In October 2026, the Company commenced a rights offering, intended to raise gross proceeds of up to $400 million. Pursuant to a support and backstop agreement entered into on August 5, 2026, to the extent the rights offering does not generate $400 million of gross proceeds, certain funds affiliated with Oaktree have the option, and SFS Group and our Chairman, President, and CEO have the obligation, to purchase securities for the unfunded amount such that aggregate gross proceeds from the rights offering and the backstop purchases would be at least $400 million. Purchases pursuant to the support and backstop agreement may be either (x) shares of Class A Common Stock, at the same price as was available in the rights offering or (y) junior perpetual non-convertible preferred stock which is similar to the Series A-2 Preferred Stock, except that it is further subordinated to the Series A-1 Preferred Stock and the Series A-2 Preferred Stock, and an equal amount of Class A Warrants and Class B Warrants for aggregate number of warrants equal to 20% of principal amount of such preferred stock.

Current report

The Series A Preferred Stock is classified as temporary equity because it may become redeemable based on events that are not solely within the Company’s control. As of September 30, 2026, the Series A Preferred Stock had an aggregate carrying amount of $1.50 billion and an aggregate redemption amount of $2.31 billion.

Current report

The Series A Preferred Stock accrues cumulative dividends at an annual cash rate of 10.0% or, if paid in kind, an annual rate of 13.0%. Cash dividends will represent a use of the Company’s liquidity, while payment-in-kind dividends will increase the stated value of the Series A Preferred Stock without a current-period cash payment.

Current report

The Series A-1 Certificate of Designation requires the Company to maintain specified financial thresholds, including minimum tangible book value of equity, minimum liquidity, and a maximum corporate net leverage ratio. The Company was in compliance with these financial requirements as of September 30, 2026.

Current report

See Note 11 - Redeemable Preferred Stock and Warrants, Note 18 - Earnings Per Share, and Note 19 - Subsequent Events, to the accompanying condensed consolidated financial statements for additional information.

Current report

Net cash provided by financing activities was $967.7 million for the nine months ended September 30, 2026 compared to $1.0 billion of net cash provided by financing activities for the same period in 2025. During the nine months ended September 30, 2026, there were net repayments of warehouse facilities compared to net borrowings during the same period in 2025, related to the changes in mortgage loans at fair value during these periods, offset by net borrowings on the secured lines of credit and net proceeds from the issuance of redeemable preferred stock and warrants. The nine months ended September 30, 2025 included net repayments on the secured lines of credit, and net proceeds from the issuance of senior notes.
Removed paragraphs (12)

Previous report

Servicing costs increased $14.7 million for the three months ended June 30, 2026, as compared to the same period in 2025 primarily as a result of higher shortfall interest, due to increased refinance volume in the second quarter of 2026, as well as increased foreclosure expenses and reserves for uncollectible servicing advances.

Previous report

Servicing costs increased $27.3 million for the six months ended June 30, 2026, as compared to the same period in 2025 primarily due to the same reasons as mentioned in the three months analysis above.

Previous report

The loss on other interest rate derivatives of $603.2 million for the three months ended June 30, 2026 was primarily attributable to increases in and volatility of interest rates during the second quarter of 2026. A significant portion of these derivative positions was entered into at the end of the first quarter and during of the second quarter of 2026. The loss on other interest rate derivatives of $741.4 million for the six months ended June 30, 2026 was due to the same reasons as mentioned in the three months analysis above.

Previous report

•borrowings including under our warehouse facilities and other financing facilities;

Previous report

•dividends on, and repurchases of, our Class A common stock and distributions to SFS Corp., including tax distributions.

Previous report

During the second quarter of 2026, the Board declared a dividend of $0.10 per share of Class A common stock for an aggregate amount of $34.2 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 $126.2 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 9, 2026.

Previous report

During the quarter, we exited positions for a significant number of interest rate derivatives that we had entered into at the end of the first quarter and beginning of the second quarter of 2026.
Reworded paragraphs (70)

Previous wording

We are the largest overall residential mortgage lender in the U.S., by closed loan volume, despite originating mortgage loans exclusively through the wholesale channel. For the last eleven years, including the year ended December 31, 2025, we have also been the largest wholesale mortgage lender in the U.S. by closed loan volume. With a culture of continuous innovation of technology and enhanced client experience, we lead our market by building upon our proprietary and exclusively licensed technology platforms, superior service and focused partnership with the Independent Mortgage Broker community. We originate primarily conforming and government loans across all 50 states and the District of Columbia.

Current wording

For the last eleven years, including the year ended December 31, 2025, we have been the largest wholesale mortgage lender in the U.S. by closed loan volume. With a culture of continuous innovation of technology and enhanced client experience, we lead our market by building upon our proprietary and exclusively licensed technology platforms, superior service and focused partnership with the Independent Mortgage Broker community. We originate primarily conforming and government loans across all 50 states and the District of Columbia.

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 both the three and six months ended June 30, 2026, 93% 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 loans and 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, 2026, 91% and 93%, 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 (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 loans and lines of credit (which in many instances are second liens).

Previous wording

For the three months ended June 30, 2026, we originated $39.7 billion in loans, which remained essentially flat with the $39.7 billion of originations during the three months ended June 30, 2025. We reported net loss of $451.9 million for the three months ended June 30, 2026, which was an decrease of $766.4 million, compared to net income of $314.5 million for the three months ended June 30, 2025. Adjusted EBITDA for the three months ended June 30, 2026 was $185.9 million as compared to $195.7 million for the three months ended June 30, 2025. 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, 2026, we originated $33.4 billion in loans, which was a decrease of $8.3 billion, or 20.0%, from the $41.7 billion of originations during the three months ended September 30, 2025. We reported net income of $212.6 million for the three months ended September 30, 2026, which was an increase of $200.5 million, compared to net income of $12.1 million for the three months ended September 30, 2025. Adjusted EBITDA for the three months ended September 30, 2026 was $178.3 million as compared to $211.1 million for the three months ended September 30, 2025. 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, 2026, we originated $84.6 billion in loans, which was an increase of $12.6 billion, or 17.4%, from the $72.1 billion of originations during the six months ended June 30, 2025. We reported net loss of $281.5 million for the six months ended June 30, 2026, which was a decrease of $349.0 million, compared to net income of $67.5 million for the six months ended June 30, 2025. Adjusted EBITDA for the six months ended June 30, 2026 was $346.8 million as compared to $253.5 million for the six months ended June 30, 2025. 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, 2026, we originated $118.1 billion in loans, which was an increase of $4.2 billion, or 3.7%, from the $113.8 billion of originations during the nine months ended September 30, 2025. We reported a net loss of $69.0 million for the nine months ended September 30, 2026, which was a decrease of $148.5 million, compared to net income of $79.5 million for the nine months ended September 30, 2025. Adjusted EBITDA for the nine months ended September 30, 2026 was $525.0 million as compared to $464.6 million for the nine months ended September 30, 2025. 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 Months Ended June 30, 2026 and 2025

Current wording

Results of Operations for the Three and Nine Months Ended September 30, 2026 and 2025

Previous wording

The total of primary loss and capitalization of MSRs increased approximately $260.1 million for the six months ended June 30, 2026 as compared to the same period in 2025. This increase was primarily due to improved pricing and gain margin, and an increase in loan production volume of $12.6 billion, or 17.4%, from $72.1 billion to $84.6 billion during the six months ended June 30, 2026, as compared to the same period in 2025.

Current wording

The total of primary loss and capitalization of MSRs decreased approximately $112.4 million for the three months ended September 30, 2026 as compared to the same period in 2025. This decrease was primarily due to a decrease in loan production volume of $8.3 billion, or 20.0%, from $41.7 billion to $33.4 billion during the three months ended September 30, 2026, as compared to the same period in 2025 driven by decreases in both purchase and refinance volumes as mortgage rates increased.

Previous wording

Loan origination fees increased by approximately $13.7 million for the three months ended June 30, 2026 as compared to the same period in 2025, due to increases in per loan origination and other fees, including from increased adoption of our TRAC+ and PA+ services. TRAC+ provides an efficient alternative to utilizing a traditional lender title policy and title company, and PA+ is a service that offers an additional level of loan processing support for our clients when needed. The provision for representations and warranties obligations decreased by $3.1 million for the three months ended June 30, 2026 as compared to the same period in 2025, primarily due to a decrease in expected loss rates, partially offset by an increase in loan sales.

Current wording

Loan origination fees decreased by approximately $14.3 million for the three months ended September 30, 2026 as compared to the same period in 2025, due to a decrease in loan originations, partially offset by an increase in per loan origination and other fees. The provision for representations and warranties obligations remained relatively flat for the three months ended September 30, 2026 as compared to the same period in 2025.

Previous wording

The total of primary loss and capitalization of MSRs increased approximately$62.5 million for the three months ended June 30, 2026 as compared to the same period in 2025. This increase was primarily due to improved pricing and gain margin.

Current wording

The total of primary loss and capitalization of MSRs increased approximately $147.7 million for the nine months ended September 30, 2026 as compared to the same period in 2025. This increase was primarily due to improved pricing and gain margin, and an increase in loan production volume of $4.2 billion, or 3.7%, from $113.8 billion to $118.1 billion during the nine months ended September 30, 2026, as compared to the same period in 2025. The increase in production volume for the nine months ended September 30, 2026, as compared to the same period in 2025, was primarily due to an increase in refinance volume, partially offset by a decrease in purchase volume.

Previous wording

Loan origination fees increased by approximately $61.2 million for the six months ended June 30, 2026 as compared to the same period in 2025, due to increases in loan production volume and increases in per loan origination and other fees, including from increased adoption of our TRAC+ and PA+ services. The provision for representations and warranties obligations decreased by $7.9 million for the six months ended June 30, 2026 as compared to the same period in 2025, primarily due to a decrease in expected loss rates, partially offset by an increase in loan sales.

Current wording

Loan origination fees increased by approximately $46.9 million for the nine months ended September 30, 2026 as compared to the same period in 2025, due to increases in loan production volume and increases in per loan origination and other fees, including from increased adoption of our TRAC+ and PA+ services. The provision for representations and warranties obligations decreased by $7.5 million for the nine months ended September 30, 2026 as compared to the same period in 2025, primarily due to a decrease in expected loss rates.

Previous wording

The table below summarizes loan servicing income and servicing costs for each of the periods presented (servicing costs include amounts paid to sub-servicers and other direct costs of servicing, but exclude the costs of team members that oversee our servicing operations):

Current wording

The table below summarizes loan servicing income and servicing costs for each of the periods presented (servicing costs include amounts paid to sub-servicers and other direct costs of servicing, but exclude the costs of team members that participate in and oversee our servicing operations):

Previous wording

Loan servicing income was $220.5 million for the three months ended June 30, 2026, an increase of $41.7 million, or 23.3%, as compared to $178.8 million for the three months ended June 30, 2025. The increase in loan servicing income during the three months ended June 30, 2026 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, as well as an increase in the average servicing portfolio UPB.

Current wording

Loan servicing income was $246.6 million for the three months ended September 30, 2026, an increase of $77.6 million, or 45.9%, as compared to $169.0 million for the three months ended September 30, 2025. The increase in loan servicing income during the three months ended September 30, 2026 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, as well as an increase in the average servicing portfolio UPB.

Previous wording

Loan servicing income was $433.9 million for the six months ended June 30, 2026, an increase of $64.6 million, or 17.5%, as compared to $369.3 million for the six months ended June 30, 2025. The increase in loan servicing income during the six months ended June 30, 2026 was primarily due to the same reasons as mentioned in the three months analysis above.

Current wording

Loan servicing income was $680.5 million for the nine months ended September 30, 2026, an increase of $142.2 million, or 26.4%, as compared to $538.3 million for the nine months ended September 30, 2025. The increase in loan servicing income during the nine months ended September 30, 2026, was primarily attributable to the same factors discussed above for the three-month period.

Previous wording

Net interest income (interest income less interest expense on funding facilities) was $68.2 million for the three months ended June 30, 2026, an increase of $18.8 million, or 38.2%, as compared to $49.3 million for the three months ended June 30, 2025, as a result of an increase in interest income and a decrease in interest expense on funding facilities. The increase in interest income was primarily a result of higher average balances of mortgage loans at fair value, 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 short-term interest rates, partially offset by higher average warehouse balances.

Current wording

Net interest income (interest income less interest expense on funding facilities) was $69.7 million for the three months ended September 30, 2026, an increase of $17.8 million, or 34.4%, as compared to $51.8 million for the three months ended September 30, 2025, as a result of an increase in interest income and a decrease in interest expense on funding facilities. The increase in interest income was primarily a result of higher average balances of mortgage loans at fair value and slightly higher average note rates on mortgage loans at fair value. The decrease in interest expense on funding facilities was primarily due to lower short-term interest rates, partially offset by higher average warehouse balances.

Previous wording

Interest expense on non-funding debt was $86.8 million for the three months ended June 30, 2026, an increase from $50.8 million for the three months ended June 30, 2025, primarily due to higher average borrowings under the MSR facilities, partially offset by lower interest rates on these facilities due to improved pricing and declines in short-term interest rates. Additionally, there was an increase in interest expense related to the $1.0 billion of 2031 Senior Notes issued in September of 2025, proceeds from which were used to repay the $800.0 million 2025 Senior Notes upon maturity in November 2025.

Current wording

Interest expense on non-funding debt was $85.0 million for the three months ended September 30, 2026, an increase from $51.8 million for the three months ended September 30, 2025, primarily due to higher average borrowings under the MSR facilities, partially offset by lower interest rates on these facilities due to declines in short-term interest rates. Additionally, there was an increase in interest expense related to the $1.0 billion of 2031 Senior Notes issued in September of 2025, proceeds from which were used to repay the $800.0 million 2025 Senior Notes upon maturity in November 2025.

Previous wording

Net interest income (interest income less interest expense on funding facilities) was $131.6 million for the six months ended June 30, 2026, an increase of $34.5 million, or 35.5%, as compared to $97.1 million for the six months ended June 30, 2025, as a result of an increase in interest income and a decrease in 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 $201.3 million for the nine months ended September 30, 2026, an increase of $52.3 million, or 35.1%, as compared to $148.9 million for the nine months ended September 30, 2025, as a result of an increase in interest income and a decrease in interest expense on funding facilities. The increase in interest income was primarily attributable to higher average balances of mortgage loans at fair value, 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 short-term interest rates, partially offset by higher average warehouse balances.

Previous wording

Interest expense on non-funding debt was $157.5 million for the six months ended June 30, 2026, an increase from $100.9 million for the six months ended June 30, 2025, primarily due to the same reasons mentioned in the three months analysis above.

Current wording

Interest expense on non-funding debt was $242.5 million for the nine months ended September 30, 2026, an increase from $152.7 million for the nine months ended September 30, 2025, was primarily attributable to the same factors discussed above for the three-month period.

Previous wording

The change in fair value of MSRs for the three months ended June 30, 2026 was a decrease of $122.7 million, as compared with a decrease of $111.4 million for the three months ended June 30, 2025. The decrease in fair value of MSRs for the three months ended June 30, 2026 was primarily attributable to a decline in fair value of approximately $168.6 million due to realization of cash flows, decay, and other (including loans paid in full, which increased as a result of higher refinance activity as well as higher retained servicing fees) and approximately $19.1 million of net reserves and transaction costs for bulk MSR sales, partially offset by an increase in fair value of approximately $65.1 million due to changes in valuation inputs and assumptions, net, (primarily due to changes in relevant market interest rates).

Current wording

The change in fair value of MSRs for the three months ended September 30, 2026 was an increase of $470.3 million, as compared with a decrease of $307.8 million for the three months ended September 30, 2025. The increase in fair value of MSRs for the three months ended September 30, 2026 was primarily attributable to an increase in fair value of approximately $632.9 million due to changes in valuation inputs and assumptions, net, (primarily due to increases in relevant market interest rates), partially offset by a decline in fair value of approximately $162.9 million due to realization of cash flows, decay, and other (including loans paid in full) and approximately $0.3 million of net reserves and transaction costs for bulk MSR sales.

Previous wording

The decrease in fair value for the three months ended June 30, 2025 of approximately $111.4 million was primarily attributable to a decline in fair value of approximately $96.6 million due to realization of cash flows, decay, and other (including loans paid in full), 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 decrease in fair value for the three months ended September 30, 2025 of approximately $307.8 million was primarily attributable to a decrease in fair value of approximately $158.8 million due to changes in valuation inputs and assumptions, net (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 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 change in fair value of MSRs for the six months ended June 30, 2026 was a decrease of $133.0 million, as compared with a decrease of $500.0 million for the six months ended June 30, 2025. The decrease in fair value of MSRs for the six months ended June 30, 2026 was primarily attributable to a decline in fair value of approximately $395.1 million due to realization of cash flows, decay, and other (including loans paid in full, which increased in 2026 as a result of higher refinance activity as well as higher retained servicing fees) and approximately $50.8 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 $313.0 million due to changes in valuation inputs and assumptions (primarily due to changes in relevant market interest rates).

Current wording

The change in fair value of MSRs for the nine months ended September 30, 2026 was an increase of $337.3 million, as compared with a decrease of $807.8 million for the nine months ended September 30, 2025. The increase in fair value of MSRs for the nine months ended September 30, 2026 was primarily attributable to an increase in fair value of approximately $945.8 million due to changes in valuation inputs and assumptions, net (primarily due to increases in relevant market interest rates), partially offset by a decline in fair value of approximately $558.0 million due to realization of cash flows, decay, and other (including loans paid in full, which increased for the nine months ended September 30, 2026 as a result of higher refinance activity) and approximately $50.5 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, 2025 of approximately $500.0 million was primarily attributable to a decrease in fair value of approximately $247.7 million resulting from changes in valuation inputs and assumptions, primarily due to changes in relevant market interest rates, a decline 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 decrease in fair value for the nine months ended September 30, 2025 of approximately $807.8 million was primarily attributable to a decrease in fair value of approximately $406.5 million resulting from changes in valuation inputs and assumptions, net (primarily due to changes in relevant market interest rates), a decline 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 gain on other interest rate derivatives of $208.9 million for the three and six months ended June 30, 2025 was due to the gain on certain derivative financial instruments we entered into during the period as part of our overall interest rate mitigation strategy, primarily driven by changes in relevant market interest rates.

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 was due to the gain on certain derivative financial instruments we entered into as part of our overall interest rate mitigation strategy, primarily driven by changes in relevant market interest rates.

Previous wording

Other costs were $426.4 million for the three months ended June 30, 2026, an increase of $68.2 million, or 19.0%, as compared to $358.2 million for the three months ended June 30, 2025. General and administrative expenses increased $29.7 million primarily due to increased software licensing and support costs, legal fees, and costs related to the terminated merger agreement with Two Harbors. Direct loan production costs increased $25.8 million, primarily due to costs associated with our free credit report program and free appraisals incentive. Marketing, travel and entertainment expenses increased $9.2 million, primarily due to increases in costs associated with broker incentives, training and development programs, and sponsorship fees. Depreciation and amortization increased $2.5 million primarily related to the impact of amortization on various leasehold improvements.

Current wording

Other costs were $377.3 million for the three months ended September 30, 2026, a decrease of $7.3 million, or 1.9%, as compared to $384.6 million for the three months ended September 30, 2025. Salaries, commissions and benefits decreased by $25.1 million primarily due to a decrease in average team member count. Direct loan production costs decreased $11.6 million, primarily due to lower costs associated with down payment assistance programs and lower production volume, partially offset by increased costs associated with our free credit report program. General and administrative expenses increased $11.8 million primarily due to increased software licensing, including licensing associated with our AI initiatives, and support costs and legal fees. Marketing, travel and entertainment expenses increased $9.1 million, primarily due to increases in costs associated with broker incentives, training and development programs, and sponsorship fees. The increase of $6.6 million in other expense was primarily as a result of the decline in fair value of retained investment securities.

Previous wording

Other costs were $817.9 million for the six months ended June 30, 2026, an increase of $125.0 million, or 18.0%, as compared to $693.0 million for the six months ended June 30, 2025. This increase was primarily due to increases in direct loan production costs of $43.2 million, salaries, commissions and benefits of $33.3 million, general and administrative expenses of $20.6 million, marketing, travel and entertainment expenses of $17.9 million, depreciation and amortization of $5.5 million and other expense (income) of $4.4 million. The increase in salaries, commissions and benefits was primarily driven by increases in incentive-based compensation, as well as a shift in team member mix supporting our continued investments in AI and other technologies. The increase in other expense (income) was primarily as a result of an increase in TRA expense and change in fair value of retained investment securities. The increases for the remaining cost components are as a result of the same drivers mentioned in the three months analysis above.

Current wording

Other costs were $1.2 billion for the nine months ended September 30, 2026, an increase of $117.7 million, or 10.9%, as compared to $1.1 billion for the nine months ended September 30, 2025. This increase was primarily due to increases in general and administrative expenses of $32.5 million, direct loan production costs of $31.6 million, marketing, travel and entertainment expenses of $27.0 million, other expense of $11.0 million, and salaries, commissions and benefits of $8.3 million. The increase in direct loan production costs was primarily due to increased costs associated with our free credit reports program and our free appraisals incentive, partially offset by lower costs associated with our down payment assistance programs. The increase in salaries, commissions and benefits was primarily driven by increases in incentive-based compensation, as well as a shift in team member mix supporting our continued investments in AI and other technologies. The increases for the remaining cost components were attributable to the same drivers mentioned in the three months analysis above.

Previous wording

We recorded a $13.9 million benefit for income taxes during the six months ended June 30, 2026, compared to a $1.2 million provision for income taxes for the six months ended June 30, 2025. The decrease in income tax provision for the six months ended June 30, 2026, as compared to the same period in 2025, was primarily due to the same reasons mentioned in the three months analysis above.

Current wording

We recorded a $11.1 million provision for income taxes during the three months ended September 30, 2026, compared to a $0.6 million provision for income taxes for the three months ended September 30, 2025. The increase in income tax provision for the three months ended September 30, 2026, as compared to the same period in 2025, was primarily due to an increase in pre-tax income attributable to the Company and the effects of UWMC's increased ownership in Holdings LLC due to Exchange Transactions.

Previous wording

We recorded a $21.0 million benefit for income taxes during the three months ended June 30, 2026, compared to a $14.9 million provision for income taxes for the three months ended June 30, 2025. The decrease in income tax provision for the three months ended June 30, 2026, as compared to the same period in 2025, was primarily due to a decrease in pre-tax income attributable to the Company, and the effects of increased ownership in Holdings LLC due to Exchange Transactions.

Current wording

We recorded a $2.8 million benefit for income taxes during the nine months ended September 30, 2026, compared to a $1.7 million provision for income taxes for the nine months ended September 30, 2025. The decrease in income tax provision for the nine months ended September 30, 2026, as compared to the same period in 2025, was primarily due to a decrease in pre- tax income attributable to the Company, and the effects of UWMC's increased ownership in Holdings LLC due to Exchange Transactions.

Previous wording

Net loss was $281.5 million for the six months ended June 30, 2026, a decrease of $349.0 million or 517.4%, as compared to net income of $67.5 million for the six months ended June 30, 2025. The decrease in net income was primarily the result of an increase of $583.3 million in other losses (primarily hedging losses), net, an increase in total expenses (including income taxes) of $183.0 million, partially offset by an increase in total revenue of $417.4 million.

Current wording

Net income was $212.6 million for the three months ended September 30, 2026, an increase of $200.5 million or 1658.5%, as compared to net income of $12.1 million for the three months ended September 30, 2025. The increase in net income was primarily the result of a decrease in other losses, net, of $268.8 million, partially offset by an increase in total expenses (including income taxes) of $36.2 million and a decrease in total revenue of $32.2 million.

Previous wording

Net loss attributable to the Company of $80.6 million for the three months ended June 30, 2026 includes the net loss of Holdings LLC attributable to UWMC due to its approximate 21% ownership interest in Holdings LLC. Net income attributable to the Company of $22.9 million for the three months ended June 30, 2025, includes the net income of Holdings LLC attributable to the Company due to its approximate 13% ownership interest in Holdings LLC.

Current wording

Net income attributable to the Company of $55.5 million for the three months ended September 30, 2026 includes the net income of Holdings LLC attributable to UWMC due to its approximate 21% ownership interest in Holdings LLC and its ownership of the Series A-1 and A-2 Preferred Units of Holdings LLC (issued in August 2026). Net loss attributable to the Company of $1.3 million for the three months ended September 30, 2025, includes the net income of Holdings LLC attributable to the Company due to its approximate 15% ownership interest in Holdings LLC.

Previous wording

Net loss was $451.9 million for the three months ended June 30, 2026, a decrease of $766.4 million or 243.7%, as compared to net income of $314.5 million for the three months ended June 30, 2025. The decrease in net income was primarily the result of an increase in other losses (primarily hedging losses), net, of $823.4 million, an increase in total expenses (including income taxes) of $72.3 million, partially offset by an increase in total revenue of $129.3 million.

Current wording

Net loss was $69.0 million for the nine months ended September 30, 2026, a decrease of $148.5 million or 186.7%, as compared to net income of $79.5 million for the nine months ended September 30, 2025. The decrease in net income was primarily the result of an increase of $314.5 million in other losses, net, an increase in total expenses (including income taxes) of $219.2 million, partially offset by an increase in total revenue of $385.2 million.

Previous wording

Net loss attributable to the Company of $55.3 million for the six months ended June 30, 2026 includes the net loss of Holdings LLC attributable to UWMC due to its approximate 21% ownership interest in Holdings LLC. Net loss attributable to the Company of $9.2 million for the six months ended June 30, 2025 includes the net loss of Holdings LLC attributable to UWMC due to its approximate 13% ownership interest in Holdings LLC.

Current wording

Net income attributable to the Company of $0.2 million for the nine months ended September 30, 2026 includes the net income of Holdings LLC attributable to UWMC due to its approximate 21% ownership interest in Holdings LLC and its ownership of the Series A-1 and A-2 Preferred Units of Holdings LLC (issued in August 2026). Net income attributable to the Company of $8.0 million for the nine months ended September 30, 2025 includes the net income of Holdings LLC attributable to UWMC due to its approximate 15% ownership interest in Holdings LLC.

Previous wording

Historically, our primary sources of liquidity have included:

Current wording

Our primary sources of liquidity in the normal course of our business include:

Previous wording

•cash flow from operations and investing activities, including:

Current wording

•cash flow from operations, investing, and financing activities, including:

Current wording

Our primary uses of funds in the normal course of our business include:

Previous wording

Holdings LLC is generally required from time to time to make distributions in cash to SFS Corp. (as well as distributions to UWMC) in amounts sufficient to cover the taxes on SFS Corp.'s allocable share of the taxable income of Holdings LLC. We are also subject to contingencies which may have a significant impact on the use of our cash, including our obligations under the Tax Receivable Agreement that we entered into with SFS Corp. at the time of the business combination.

Current wording

Holdings LLC. We are also subject to contingencies which may have a significant impact on the use of our cash, including our obligations under the Tax Receivable Agreement that we entered into with SFS Corp. at the time of the business combination.

Previous wording

We continually evaluate our capital structure and capital resources to optimize our leverage and profitability and take advantage of market opportunities. As part of such evaluation, we regularly review our levels of secured and unsecured indebtedness, available borrowing capacity and available equity, unsecured debt maturities, our strategic investments, including technology and growth of the wholesale channel, the availability or desirability of growth through the acquisition of other companies or other mortgage portfolios, the repurchase or redemption of our outstanding indebtedness, or repurchases of our common stock or common stock derivatives.

Current wording

We continually evaluate our capital structure and capital resources to enhance our liquidity and financial flexibility, optimize our leverage and profitability, and take advantage of market opportunities. As part of such evaluation, we regularly review our levels of secured and unsecured indebtedness, available borrowing capacity and available equity, unsecured debt maturities, our strategic investments, including technology and growth of the wholesale channel, the availability or desirability of growth through the acquisition of other companies or other mortgage portfolios, the repurchase or redemption of our outstanding indebtedness, including our senior notes, or repurchases of our common stock or common stock derivatives.

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.

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, and other financing obligations (including the 2027 Senior Notes which mature in June 2027) for the next twelve months.

Previous wording

From a cash flow perspective, the vast majority of cash received from mortgage originations occurs at the point the loans are sold or securitized into the secondary market. The vast majority of servicing fee income relates to the retained servicing fee on the loans, where cash is received monthly over the life of the loan and is typically a product of the borrowers’

Current wording

From a cash flow perspective, the vast majority of cash received from mortgage originations occurs at the point the loans are sold or securitized into the secondary market. The vast majority of servicing fee income relates to the retained servicing fee on the loans, where cash is received monthly over the life of the loan and is typically a product of the borrowers’ current unpaid principal balance multiplied by the weighted average service fee. For a given mortgage loan, servicing revenue from the retained servicing fee generally declines over time as the principal balance of the loan is reduced.

Previous wording

Warehouse lenders generally conduct daily evaluations of the adequacy of the underlying collateral for the warehouse loans based on the fair value of the mortgage loans. As the loans are generally financed at 97% to 98% of principal balance and our loans are typically outstanding on warehouse lines for short periods (e.g., less than one month), significant increases inmarket interest rates would be required for us to experience margin calls or requirements to reduce the amount outstanding with respect to the corresponding loan from a majority of our warehouse lenders. Four of our warehouse lines advance based on the fair value of the loans, rather than the principal balance. For those lines, we exchange collateral for modest changes in value. As of June 30, 2026, there was $0.6 million of outstanding exchanges of collateral.

Current wording

Warehouse lenders generally conduct daily evaluations of the adequacy of the underlying collateral for the warehouse loans based on the fair value of the mortgage loans. As the loans are generally financed at 97% to 98% of principal balance and our loans are typically outstanding on warehouse lines for short periods (e.g., less than one month), significant increases inmarket interest rates would be required for us to experience margin calls or requirements to reduce the amount outstanding with respect to the corresponding loan from a majority of our warehouse lenders. Four of our warehouse lines advance based on the fair value of the loans, rather than the principal balance. For those lines, we exchange collateral for modest changes in value. As of September 30, 2026, there were no outstanding exchanges of collateral.

Previous wording

3 The combined funding limit with this counterparty is$2.0 billion, which can be allocated between the MRA Facility and the Conventional MSR Facility (see below) at UWM's discretion. As of June 30, 2026, all of this combined funding capacity was allocated to the Conventional MSR Facility.

Current wording

3 The combined funding limit with this counterparty is $2.0 billion, which can be allocated between the MRA Facility and the Conventional MSR Facility (see below) at UWM's discretion. As of September 30, 2026, all of this combined funding capacity was allocated to the Conventional MSR Facility.

Showing the first 40 of 70 pairs. Open the source sections for the rest.

Rearranged current paragraphs (2)

Current report — wording carried from elsewhere

Holdings LLC is generally required from time to time to make distributions in cash to SFS Corp. (as well as distributions to UWMC) in amounts sufficient to cover the taxes on SFS Corp.'s allocable share of the taxable income of

Current report — wording carried from elsewhere

Net cash used in operating activities
Rearranged previous paragraphs (3)

Previous report — wording carried elsewhere

The increase in production volume for the six months ended June 30, 2026, as compared to the same period in 2025, was primarily due to an increase in refinance volume, partially offset by a decrease in purchase volume.

Previous report — wording carried elsewhere

current unpaid principal balance multiplied by the weighted average service fee. For a given mortgage loan, servicing revenue from the retained servicing fee generally declines over time as the principal balance of the loan is reduced.

Previous report — wording carried elsewhere

February 1, 2027 at a price equal to 100% of the principal amount redeemed plus a "make-whole" premium, plus accrued and unpaid interest.