Skip to main content

loanDepot, Inc.

For the period ended Sep 30, 2026. Filed Nov 9, 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 9, 2026

LDI$0.53-17.1%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits

Notes to Consolidated Financial Statements

($ are in thousands, except per share amounts, or unless otherwise indicated)

NOTE 1 –DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited consolidated financial statements were prepared in accordance with United States generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, the statements do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation were included. The results of operations for the three and nine months ended September 30, 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026. For further information, refer to the consolidated financial statements and footnotes thereto included in the Annual Report of loanDepot, Inc. on Form 10-K for the year ended December 31, 2025 (“2025 Form 10-K”).

Nature of Operations

loanDepot, Inc. (together with its consolidated subsidiaries, the “Company”) was incorporated in Delaware on November 6, 2020 to facilitate the initial public offering (“IPO”) of its Class A common stock and related transactions in order to carry on the business of LD Holdings Group LLC (“LD Holdings”) and its consolidated subsidiaries. loanDepot, Inc.’s common stock began trading on the New York Stock Exchange on February 11, 2021 under the ticker symbol “LDI.” loanDepot, Inc. is a holding company and its sole material asset is its equity interest in LD Holdings.

The Company engages in originating, financing, selling, and servicing residential mortgage loans, and engages in title, escrow, and settlement services for mortgage loan transactions. The Company derives income primarily from gains on the origination and sale of loans to investors, from loan servicing, and from fees charged for settlement services related to the origination and sale of loans.

Summary of Significant Accounting Policies

Our accounting policies are described below and in Note 1- Description of Business and Summary of Significant Accounting Policies, of our audited consolidated financial statements included in our 2025 Form 10-K.

Consolidation and Basis of Presentation

The Company's consolidated financial statements are prepared in accordance with GAAP as codified in the FASB’s Accounting Standards Codification (“ASC”). In the opinion of management, the unaudited consolidated financial statements reflect all adjustments of a normal recurring nature that are necessary for a fair presentation of the results for the interim periods presented. Interim results are not necessarily indicative of results for a full year. Certain items in prior periods were reclassified to conform to the current presentation.

loanDepot, Inc. is a holding company, its sole material asset is its equity interest in LD Holdings, and through its ability to appoint the board of directors of LD Holdings, loanDepot, Inc. indirectly operates and controls all of LD Holdings’ business and affairs. LD Holdings is also a holding company and has no material assets other than its equity interests in its direct subsidiaries consisting of a 99.96% ownership in loanDepot.com, LLC (“LDLLC”), the majority asset of the group, and 100% equity ownership in Artemis Management LLC (“ART”), LD Settlement Services, LLC (“LDSS”), mello Holdings, LLC (“Mello”), and mello Credit Strategies LLC (“MCS”). The financial results of LD Holdings and its subsidiaries are consolidated with loanDepot, Inc., and the consolidated net earnings or loss are allocated to noncontrolling interest to reflect the entitlement of certain members that still hold Class A holdings units in LD Holdings (“Holdco Units”) and Class C common stock of the Company, (“Continuing LLC Members”) as of the periods presented.

The accompanying consolidated financial statements include all of the assets, liabilities, and results of operations of the Company and consolidated variable interest entities (“VIEs”) in which the Company is the primary beneficiary. VIEs are entities that have a total equity investment at risk that is insufficient to permit the entity to finance its activities without additional subordinated financial support, whose equity investors at risk lack the ability to control the entity's activities, or is structured with non-substantive voting rights. The Company evaluates its associations with VIEs, both at inception and when there is a change in circumstance that requires reconsideration, to determine if the Company is the primary beneficiary and consolidation is required. A primary beneficiary is defined as a variable interest holder that has a controlling financial interest. A controlling financial interest requires both: (a) the power to direct the activities that most significantly impact the VIE’s economic performance, and (b) the obligation to absorb losses or receive benefits of a VIE that could potentially be significant to the VIE. The Company has not provided financial or other support during the periods presented to any VIE that it was not previously contractually required to provide. Other entities that the Company does not consolidate, but for which it has significant influence over operating and financial policies, are accounted for using the equity method. All intercompany accounts and transactions have been eliminated in consolidation.

The Company has evaluated subsequent events for recognition or disclosure through the date of this report and has not identified any recordable or disclosable events that were not already reported in these consolidated financial statements or notes thereto.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of income and expenses during the reporting period. Management has made estimates in certain areas, including determining the fair value of loans held for sale (“LHFS”), loans held for investment (“LHFI”), servicing rights, derivative assets and derivative liabilities, trading securities, awards granted under the incentive equity plan, and determining the loan loss obligation on sold loans and MSRs. Actual results could differ from those estimates.

Concentration of Risk

The Company has limited its concentration in credit risk for cash by maintaining deposits in several financial institutions, which may at times exceed amounts covered by insurance provided by the Federal Deposit Insurance Corporation (“FDIC”). The Company has not experienced any losses in such accounts and believes it is not exposed to any significant credit risk related to cash.

Due to the nature of the mortgage lending industry, changes in interest rates may significantly impact revenue from originating mortgages and subsequent sales of loans to investors, which are the primary source of income for the Company. The Company originates mortgage loans on property located throughout the United States, with loans originated for property located in California totaling approximately 17% of total loan originations for the nine months ended September 30, 2026.

The Company sells mortgage loans to or securitizes them with various third-party investors. Three investors accounted for 34%,16%, and 14% of the Company’s loan sales for the nine months ended September 30, 2026. No other investors accounted for more than 5% of the loan sales for the nine months ended September 30, 2026.

The Company funds loans through warehouse and other lines of credit. As of September 30, 2026,16%,14% , and 10% of the Company's warehouse lines were payable tothree separate lenders.

NOTE 2 –FAIR VALUE

The Company's consolidated financial statements include assets and liabilities that are measured based on their estimated fair values. Refer to Note 1 - Description of Business, Presentation and Summary of Significant Accounting Policies in the 2025 Form 10-K and below for information on the fair value hierarchy, valuation methodologies, and key inputs used to measure financial assets and liabilities recorded at fair value, as well as methods and assumptions used to estimate fair value disclosures for financial instruments not recorded at fair value in their entirety on a recurring basis.

Financial Statement Items Measured at Fair Value on a Recurring Basis

The following tables present the Company’s assets and liabilities that are measured at fair value on a recurring basis by fair value hierarchy as of the dates indicated.

Level 1Level 2Level 3Total
Fair value through net income:
Assets:
Loans held for sale$—$1,979,288$—$1,979,288
Loans held for investment—116,221—116,221
Trading securities—75,179—75,179
Derivative assets:
Interest rate lock commitments——17,14917,149
Forward sale contracts—54,744—54,744
Put options on treasuries - assets949——949
Servicing rights——1,725,4651,725,465
Total assets at fair value$949$2,225,432$1,742,614$3,968,995
Liabilities:
Derivative liabilities:
Interest rate lock commitments$—$—$14,307$14,307
Interest rate swap futures9,033——9,033
Forward sale contracts—6,084—6,084
Servicing rights——22,49522,495
Total liabilities at fair value$9,033$6,084$36,802$51,919
Level 1Level 2Level 3Total
Fair value through net income:
Assets:
Loans held for sale$—$3,165,542$—$3,165,542
Loans held for investment—109,821—109,821
Trading securities—85,640—85,640
Derivative assets:
Interest rate lock commitments——42,20742,207
Forward sale contracts—158—158
Servicing rights——1,658,2231,658,223
Total assets at fair value$—$3,361,161$1,700,430$5,061,591
Liabilities:
Derivative liabilities:
Interest rate lock commitments$—$—$1,870$1,870
Interest rate swap futures3,420——3,420
Forward sale contracts—3,416—3,416
Put options on treasuries2,012——2,012
Servicing rights——20,51720,517
Total liabilities at fair value$5,432$3,416$22,387$31,235

The following presents the changes in the Company’s assets and liabilities that are measured at fair value on a recurring basis using significant unobservable inputs (Level 3):

Three Months Ended September 30, 2026Nine Months Ended September 30, 2026
IRLCs, netServicing Rights, netIRLCs, netServicing Rights, net
Balance at beginning of period$45,265$1,751,543$40,337$1,637,706
Total net gains (losses) included in:
Gain on origination and sale of loans, net:
Issuances and additions44,91179,201271,883264,686
Fallout(18,436)—(70,151)—
Transfers of IRLC to LHFS(68,898)—(239,227)—
Valuation changes in servicing rights, net(1)—37,922—(27,410)
Sales—(165,696)—(172,012)
Balance at end of period$2,842$1,702,970$2,842$1,702,970

(1)The change in unrealized gains or losses relating to servicing rights still held at September 30, 2026 amounted to a net gain of $66.9 million and netgain of $242.0 million for the three and nine months ended September 30, 2026, respectively.

Three Months Ended September 30, 2025Nine Months Ended September 30, 2025
IRLCs, netServicing Rights, netIRLCs, netServicing Rights, net
Balance at beginning of period$54,364$1,616,854$25,552$1,615,510
Total net gains (losses) included in:
Gain on origination and sale of loans, net:
Issuances and additions127,27269,163374,608188,789
Fallout(25,267)—(68,337)—
Transfers of IRLC to LHFS(108,416)—(283,870)—
Valuation changes in servicing rights, net(1)—(56,116)—(158,562)
Sales—(11,642)—(27,478)
Balance at end of period$47,953$1,618,259$47,953$1,618,259

(1)The change in unrealized gains or losses relating to servicing rights that were still held at September 30, 2025 amounted to a net gain of $23.5 million and netgain of $31.9 million for the three and nine months ended September 30, 2025, respectively.

The following table presents quantitative information about the valuation techniques and unobservable inputs applied to Level 3 fair value measurements for financial instruments measured at fair value on a recurring basis:

September 30, 2026 · December 31, 2025
Unobservable Input · Range of inputs · Weighted Average(1) · Range of inputs · Weighted Average(1)
IRLCs
Pull-through rate0.7%-99.9%81.9%5.2%-99.9%78.3%
Servicing rights
Discount rate(2)2.6%-16.6%6.5%3.8%-17.7%6.9%
Prepayment rate5.4%-13.2%7.1%5.8%-14.1%8.7%
Cost to service (per loan)$73-$137$101$73-$132$100

(1)Weighted average inputs are based on the committed amounts for IRLCs and the UPB of the underlying loans for servicing rights.

(2)The Company estimates the fair value of MSRs using an option-adjusted spread (“OAS”) model, which projects MSR cash flows over multiple interest rate scenarios in conjunction with the Company’s prepayment model, and then discounts these cash flows at risk-adjusted rates.

Financial Statement Items Measured at Fair Value on a Nonrecurring Basis

The Company did not have any material assets or liabilities that were recorded at fair value on a nonrecurring basis as of September 30, 2026 or December 31, 2025.

Financial Statement Items Measured at Amortized Cost

The following table presents the carrying amount and estimated fair value of financial instruments included in the consolidated financial statements that are not recorded at fair value on a recurring or nonrecurring basis. The table excludes cash and cash equivalents, restricted cash, loans eligible for repurchase, warehouse and other lines of credit, and secured debt facilities as these financial instruments are highly liquid or short-term in nature and as a result, their carrying amounts approximate fair value:

September 30, 2026December 31, 2025
Carrying AmountEstimated Fair ValueCarrying AmountEstimated Fair Value
Senior Notes$720,684$563,787$807,053$801,069
Other secured financings$109,638$112,687$87,953$89,034

Fair value of the Company’s Senior Notes is estimated using quoted market prices and classified as Level 2 in the fair value hierarchy. Fair value of the Company’s other secured financings is estimated using quoted market prices and classified as Level 2 in the fair value hierarchy.

NOTE 3 –LOANS HELD FOR SALE, AT FAIR VALUE

The following table represents the unpaid principal balance of loans held for sale by product type of loan as of September 30, 2026 and December 31, 2025:

September 30,2026 · December 31,2025
Amount · % · Amount · %
Conforming - fixed$832,49242%$1,323,79942%
Conforming - ARM23,415163,9132
Government - fixed554,655281,034,48533
Government - ARM61,2173113,9344
Other - residential mortgage loans446,36422563,39818
HELOC90,113427,9301
Total2,008,256100%3,127,459100%
Fair value adjustment(28,968)38,083
Loans held for sale, at fair value$1,979,288$3,165,542

A summary of the changes in the balance of loans held for sale is as follows:

Three Months EndedSeptember 30,Nine Months EndedSeptember 30,
2026202520262025
Balance at beginning of period$2,643,032$2,622,959$3,165,542$2,603,735
Origination and purchase of loans6,902,8116,398,00622,344,55018,021,886
Sales(7,716,177)(6,651,025)(24,083,395)(18,739,780)
Transfers to loans held for investment(22,824)—(22,824)—
Transfers from loans held for investment9,394—9,394—
Repurchases233,943247,187692,749737,203
Principal payments(18,672)(17,379)(61,086)(52,734)
Fair value (loss) gain(52,219)6,613(65,642)36,051
Balance at end of period$1,979,288$2,606,361$1,979,288$2,606,361

Gain on origination and sale of loans, net is comprised of the following components:

Three Months EndedSeptember 30,Nine Months EndedSeptember 30,
2026202520262025
(Discount) premium from loan sales$(16,096)$61,217$(3,805)$79,415
Servicing rights additions79,20169,163264,686188,789
Unrealized gains (losses) from derivative assets and liabilities46,6882,61358,840(15,629)
Realized gains (losses) from derivative assets and liabilities23,266(33,569)43,359(17,326)
Discount points, rebates and lender paid costs86,40297,749245,934277,547
Fair value (loss) gain(52,219)6,613(65,642)36,051
Provision for loan loss obligation for loans sold(7,870)(2,482)(15,254)(6,357)
Total gain on origination and sale of loans, net$159,372$201,304$528,118$542,490

The following table summarizes the difference between the aggregate fair value and the aggregate unpaid principal balance for loans held for sale.

September 30, 2026December 31, 2025
Fair valueUPBDifferenceFair valueUPBDifference
Current through 89 days delinquent$1,968,411$1,994,364$(25,952)$3,149,883$3,109,965$39,918
90+ days delinquent(1)10,87713,892(3,016)15,65917,494(1,835)
Total$1,979,288$2,008,256$(28,968)$3,165,542$3,127,459$38,083

(1)90+ days delinquent loans are on non-accrual status.

NOTE 4 –LOANS HELD FOR INVESTMENT, AT FAIR VALUE

In April 2024, the Company executed a securitization of a pool of approximately $150.0 million of fixed-rate and adjustable-rate, performing, re-performing and non-performing residential mortgage loans that was recorded as a secured borrowing in which the loans remained on the consolidated balance sheet as loans held for investment, at fair value. In September 2026, the Company exercised its option to redeem the outstanding notes from the Mello Mortgage Capital Acceptance 2024-SD1 securitization (“MMCA 2024-SD1”) and the majority of the performing and re-performing loans were delivered into the Mello Mortgage Capital Acceptance 2026-SD1 securitization (“MMCA 2026-SD1”) with an additional pool of performing and re-performing loans that were transferred from LHFS for a total of $138.0 million in UPB. This securitization was also recorded as a secured borrowing in which the loans remain on the consolidated balance sheet as loans held for investment, at fair value.

A summary of the changes in the balance of loans held for investment is as follows:

Three Months EndedSeptember 30,Nine Months EndedSeptember 30,
2026202520262025
Balance at beginning of period$106,268$111,591$109,821$116,627
Transfers from loans held for sale22,824—22,824—
Transfers to loans held for sale(9,394)—(9,394)—
Transfers to REO(249)—(249)—
Principal payments(3,858)(3,004)(8,432)(9,117)
Fair value adjustment6302,7541,6513,831
Balance at end of period$116,221$111,341$116,221$111,341

The following table summarizes the difference between the aggregate fair value and the aggregate unpaid principal balance for loans held for investment.

September 30, 2026December 31, 2025
Fair valueUPBDifferenceFair valueUPBDifference
Current through 89 days delinquent$116,221$137,982$(21,761)$103,611$123,829$(20,219)
90+ days delinquent(1)———6,2107,854(1,643)
Total$116,221$137,982$(21,761)$109,821$131,683$(21,862)

(1) 90+ days delinquent loans are on non-accrual status.

Income from loans held for investment is included in other income on the consolidated statement of operations, and includes $1.1 million and $3.9 million of interest income for the three and nine months ended September 30, 2026, respectively, and fair value gains of $0.6 million and $1.7 million for the three and nine months ended September 30, 2026, respectively.

NOTE 5 –SERVICING RIGHTS, AT FAIR VALUE

The outstanding principal balance of the servicing portfolio was comprised of the following:

September 30,2026December 31,2025
Agency$55,796,173$64,301,274
Government45,951,96042,610,586
Other14,043,22612,184,383
Total servicing portfolio$115,791,359$119,096,243

A summary of the changes in the balance of servicing rights, net of servicing rights liability is as follows:

Three Months EndedSeptember 30,Nine Months EndedSeptember 30,
2026202520262025
Balance at beginning of period$1,751,543$1,616,854$1,637,706$1,615,510
Servicing rights additions79,20169,163264,686188,789
Sales proceeds, net(165,696)(11,642)(172,012)(27,478)
Changes in fair value:
Due to changes in valuation inputs or assumptions80,371(12,007)117,496(35,551)
Due to collection/realization of cash flows(42,448)(44,154)(143,428)(123,162)
Realized (losses) gains on sale of servicing rights(1)(1)45(1,478)151
Total changes in fair value37,922(56,116)(27,410)(158,562)
Balance at end of period(2)$1,702,970$1,618,259$1,702,970$1,618,259

(1)Includes realized MSR sale gain and broker fees.

(2)Servicing assets of $1.7 billion and $1.6 billion at September 30, 2026 and September 30, 2025, respectively, are presented net of servicing liabilities of $22.5 million and $19.7 million, respectively.

In October 2026, the Company executed and closed a sale of $9.3 billion Ginnie Mae servicing rights from the total servicing portfolio.

The following is a summary of the components of loan servicing fee income as reported in the Company’s consolidated statements of operations:

Three Months EndedSeptember 30,Nine Months EndedSeptember 30,
2026202520262025
Contractual servicing fees$90,059$87,034$268,030$252,815
Late, ancillary and other fees22,61324,74965,35571,455
Servicing fee income$112,672$111,783$333,385$324,270

The following is a summary of the components of change in fair value of servicing rights, net of hedge as reported in the Company’s consolidated statements of operations:

Three Months EndedSeptember 30,Nine Months EndedSeptember 30,
2026202520262025
Changes in fair value:
Due to collection/realization of cash flows$(42,448)$(44,154)$(143,428)$(123,162)
Due to changes in valuation inputs or assumptions80,371(12,007)117,496(35,551)
Realized (losses) gains on sale of servicing rights(1)(1)45(1,478)151
Other realized losses on sales of servicing rights (2)(1,328)(211)(1,173)(484)
Net (losses) gains from derivatives hedging servicing rights(74,105)10,129(92,845)19,369
Valuation changes in servicing rights, net of hedging gains and losses4,937(2,044)22,000(16,515)
Changes in fair value of servicing rights, net$(37,511)$(46,198)$(121,428)$(139,677)

(1)Includes realized MSR sale gain and broker fees.

(2)Includes the (provision) recovery for estimated losses.

The table below illustrates hypothetical changes in fair values of servicing rights, caused by assumed immediate changes to key assumptions that are used to determine fair value.

September 30,2026December 31,2025
Fair Value of Servicing Rights, net$1,702,970$1,637,706
Change in Fair Value from Adverse Changes:
Option-Adjusted Spread (OAS):
Addition of 100 basis points(59,262)(62,800)
Addition of 200 basis points(115,713)(123,283)
Cost of Servicing:
Increase 10%(17,313)(18,672)
Increase 20%(34,704)(37,449)
Prepayment Speed:
Increase 10%(12,391)(19,035)
Increase 20%(24,710)(37,705)

Sensitivities are hypothetical changes in fair value and cannot be extrapolated because the relationship of changes in assumptions to changes in fair value may not be linear. Also, the effect of a variation in a particular assumption is calculated without changing any other assumption, whereas a change in one factor may result in changes to another. Accordingly, no assurance can be given that actual results would be consistent with the results of these estimates. As a result, actual future changes in servicing rights values may differ significantly from those displayed above.

NOTE 6 –DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES

Derivative instruments utilized by the Company primarily include interest rate lock commitments, forward sale contracts, mortgage-backed securities (“MBS”) put options, put options on treasuries, and interest rate swap futures. Derivative financial instruments are recognized as assets or liabilities and are measured at fair value. The Company accounts for derivatives as free-standing derivatives and does not designate any derivative financial instruments for hedge accounting. All derivative financial instruments are recognized on the consolidated balance sheets at fair value with changes in the fair values being reported in current period earnings. The Company does not use derivative financial instruments for purposes other than in support of its risk management activities. Refer to Note 1- Description of Business and Summary of Significant Accounting Policies and Note 2- Fair Value for further details on derivatives in the 2025 Form 10-K.

The following summarizes the Company’s outstanding derivative instruments:

Fair Value
Notional · Balance Sheet Location · Asset · Liability
September 30, 2026:
Interest rate lock commitments$1,149,166Derivative asset, at fair value$17,149$—
Interest rate lock commitments903,059Derivative liabilities, at fair value—14,307
Forward sale contracts1,785,106Derivative asset, at fair value54,744—
Forward sale contracts207,774Derivative liabilities, at fair value—6,084
Put options on treasuries3,050Derivative asset, at fair value949—
Put options on treasuries—Derivative liabilities, at fair value——
Interest rate swap futures—Derivative asset, at fair value——
Interest rate swap futures3,835Derivative liabilities, at fair value—9,033
Total derivative financial instruments$72,842$29,424
Fair Value
Notional · Balance Sheet Location · Asset · Liability
December 31, 2025:
Interest rate lock commitments$2,010,276Derivative asset, at fair value$42,207$—
Interest rate lock commitments481,579Derivative liabilities, at fair value—1,870
Forward sale contracts388,361Derivative asset, at fair value158—
Forward sale contracts1,839,101Derivative liabilities, at fair value—3,416
Put options on treasuries—Derivative asset, at fair value——
Put options on treasuries8,750Derivative liabilities, at fair value—2,012
Interest rate swap futures—Derivative asset, at fair value——
Interest rate swap futures760Derivative liabilities, at fair value—3,420
Total derivative financial instruments$42,365$10,718

Because many of the Company’s current derivative agreements are not exchange-traded, the Company is exposed to credit loss in the event of nonperformance by the counterparty to the agreements. The Company controls this risk through credit monitoring procedures including financial analysis, dollar limits, and other monitoring procedures. The notional amount of the contracts does not represent the Company’s exposure to credit loss.

The following summarizes the realized and unrealized net gains or losses on derivative financial instruments and the consolidated statements of operations line items where such gains and losses are included:

Three Months EndedSeptember 30, · Nine Months EndedSeptember 30,
Derivative instrument · Statements of Operations Location · 2026 · 2025 · 2026 · 2025
Interest rate lock commitments, netGain on origination and sale of loans, net$(42,423)$(6,411)$(37,495)$22,401
Forward sale contractsGain on origination and sale of loans, net96,273(22,323)117,109(50,398)
Interest rate swap futuresGain on origination and sale of loans, net14,02539919,667(17,760)
Put optionsGain on origination and sale of loans, net2,079(2,621)2,91812,802
Forward sale contractsChange in fair value of servicing rights, net(27,874)7,088(37,500)11,396
Interest rate swap futuresChange in fair value of servicing rights, net(42,156)2,852(50,570)9,836
Put optionsChange in fair value of servicing rights, net(4,075)189(4,776)(1,863)
Total realized and unrealized (losses) gains on derivative financial instruments$(4,151)$(20,827)$9,353$(13,586)

NOTE 7 –BALANCE SHEET NETTING

The Company has entered into agreements with counterparties, which include netting arrangements whereby the counterparties are entitled to settle their positions on a net basis. In certain circumstances, the Company is required to provide certain counterparties financial instruments and cash collateral against derivative financial instruments, warehouse and other lines of credit, or debt obligations. Cash collateral is held in margin accounts and included in restricted cash on the Company's consolidated balance sheets.

The table below represents financial assets and liabilities that are subject to master netting arrangements or similar agreements categorized by financial instrument, together with corresponding financial instruments and corresponding collateral received or pledged. In circumstances where right of offset criteria is met, the related asset and liability are presented in a net position on the consolidated balance sheets. Warehouse and other lines of credit and secured debt obligations were secured by financial instruments and cash collateral with fair values that exceeded the liability amount recorded on the consolidated balance sheets as of September 30, 2026, and December 31, 2025, respectively. Refer to Note 9 – Warehouse and Other Lines of Credit for further details on cash collateral requirements.

Gross amounts recognized · Gross amounts offset in consolidated balance sheet · Net amounts presented in consolidated balance sheet · Gross amounts not offset in consolidated balance sheet · Net amount
Financial instruments · Cash collateral
Assets:
Forward sale contracts$78,110$(23,366)$54,744$—$(36,337)$18,407
Put options on treasuries949—949——949
Total Assets$79,059$(23,366)$55,693$—$(36,337)$19,356
Liabilities:
Forward sale contracts$29,450$(23,366)$6,084$—$(101)$5,983
Interest rate swap futures9,033—9,033—(9,033)—
Warehouse and other lines of credit1,851,744—1,851,744(1,851,744)——
Secured debt obligations (1)1,192,685—1,192,685(1,192,685)——
Total liabilities$3,082,912$(23,366)$3,059,546$(3,044,429)$(9,134)$5,983

(1)Secured debt obligations as of September 30, 2026 included secured credit facilities, Term Notes, and other secured financings.

Gross amounts recognized · Gross amounts offset in consolidated balance sheets · Net amounts presented in consolidated balance sheets · Gross amounts not offset in consolidated balance sheets · Net amount
Financial instruments · Cash collateral
Assets:
Forward sale contracts$4,050$(3,892)$158$—$(44)$114
Total assets$4,050$(3,892)$158$—$(44)$114
Liabilities:
Forward sale contracts$7,308$(3,892)$3,416$—$(3,419)$(3)
Put options on treasuries2,012—2,012—(2,012)—
Interest rate swap futures3,420—3,420—(3,420)—
Warehouse and other lines of credit2,902,539—2,902,539(2,902,539)——
Secured debt obligations (1)1,307,765—1,307,765(1,307,765)——
Total liabilities$4,223,044$(3,892)$4,219,152$(4,210,304)$(8,851)$(3)

(1)Secured debt obligations as of December 31, 2025 included secured credit facilities and Term Notes.

NOTE 8 –VARIABLE INTEREST ENTITIES

The Company evaluates its involvement with entities to determine if these entities meet the definition of a VIE and whether the Company is the primary beneficiary and should consolidate the VIE. The Company did not provide any non-contractual financial support to VIEs for the nine months ended September 30, 2026, and year ended December 31, 2025.

Consolidated VIEs

LD Holdings

The Company is a holding company with its sole material asset being its equity interest in LD Holdings. Through the Company’s ability to appoint the board of directors of LD Holdings, the Company indirectly operates and controls all of LD Holdings’ business and affairs. LD Holdings is considered a VIE and the financial results of LD Holdings and its subsidiaries are consolidated. A portion of net earnings or loss is allocated to noncontrolling interest to reflect the entitlement of the Continuing LLC Members. Refer to Note 11 – Equity for further details.

Securitization and Special Purpose Entities (“SPEs”)

The Company consolidates securitization facilities that finance mortgage loans held for sale and mortgage loans held for investment, as well as SPEs established to finance mortgage loans, mortgage servicing rights, and servicing advance receivables. Assets are transferred to a securitization or trust, which issues beneficial interests collateralized by the transferred assets, entitling the investors to specified cash flows. The Company may retain beneficial interests in the transferred assets and also holds conditional repurchase options specific to these securitizations that allow it to repurchase assets from the securitization entity. The Company’s economic exposure to loss from outstanding third-party financing is generally limited to the carrying value of the assets financed. The Company has retained risks in the securitizations including customary representations and warranties. For securitization facilities, the Company, as seller, has an option to prepay and redeem outstanding classes of issued notes after a set period of time. The Company’s exposure to these entities is primarily through its role as seller, servicer, and administrator. Servicing functions include, but are not limited to, general collection activity, preparing and furnishing statements, and loss mitigation efforts including repossession and sale of collateral.

Retained interests

In April 2024, the Company completed a transfer and securitization of a pool of performing, re-performing and non-performing residential mortgage loans. Pursuant to the credit risk retention requirements, MCS, as sponsor, is required to retain at least a 5% economic interest in the credit risk of the assets collateralizing this securitization transaction. On the closing date, MCS and its wholly owned subsidiary retained a horizontal residual interest in the MMCA 2024-SD1 securitization comprised of the Class B notes and Trust Certificate. In September 2026, the Company exercised its option to redeem the outstanding notes from the MMCA 2024-SD1 securitization and the majority of the performing and re-performing loans were delivered into the MMCA 2026-SD1 securitization with an additional pool of performing and re-performing loans. Pursuant to the credit risk retention requirements, MCS, as sponsor, is required to retain at least a 5% economic interest in the credit risk of the assets collateralizing this securitization transaction. On the closing date, MCS and its wholly owned subsidiary retained a horizontal residual interest in the MMCA 2026-SD1 securitization comprised of a portion of the Class M-2 notes, the Class B notes, and the Trust Certificates.

The Company determined that MCS is considered to be the primary beneficiary of the VIE as it retains all the risk and reward from the residual interest, and, therefore, the MMCA 2024-SD1 and MMCA 2026-SD1 securitization trusts are required to be consolidated. As of September 30, 2026, the remaining principal balance of loans transferred to the MMCA 2026-SD1 securitization trust was $138.0 million and there wereno loans 90 days or more past due.

The table below presents a summary of the carrying value and balance sheet classification of assets and liabilities in the Company’s securitization and SPE VIEs.

September 30,2026December 31,2025
Assets
Loans held for sale, at fair value$777,977$606,215
Loans held for investment, at fair value116,221109,821
Restricted cash32,0946,652
Servicing rights, at fair value582,701661,475
Other assets95,05399,376
Total$1,604,046$1,483,539
Liabilities
Warehouse and other lines of credit$800,000$600,000
Debt obligations, net:
MSR facilities130,67493,426
Servicing advance facilities71,15777,627
Term Notes545,717544,899
Other secured financings109,63887,953
Total$1,657,186$1,403,905

Non-Consolidated VIEs

The nature, purpose, and activities of non-consolidated VIEs currently encompass the Company’s investments in retained interests from securitizations and joint ventures. The table below presents a summary of the nonconsolidated VIEs for which the Company holds variable interests.

Carrying value · Maximum exposure to loss · Total assets in VIEs
Assets · Liabilities
Retained interests$75,179$—$75,179$1,865,609
Investments in joint ventures18,128—18,12812,076
Total$93,307$—$93,307
Carrying value · Maximum exposure to loss · Total assets in VIEs
Assets · Liabilities
Retained interests$85,640$—$85,640$1,959,938
Investments in joint ventures18,251—18,25114,949
Total$103,891$—$103,891

Retained interests

In 2022 and 2021, the Company completed the sale and securitization of non-owner occupied residential mortgage loans. Pursuant to the credit risk retention requirements, MCS, as sponsor, is required to retain at least a 5% economic interest in the credit risk of the assets collateralizing the securitization transactions. The retained interests represent a variable interest in the securitizations. The Company determined it was not the primary beneficiary of the VIE. The Company’s continuing involvement is limited to customary servicing obligations as servicer and servicing administrator associated with retained servicing rights and the receipt of principal and interest associated with the retained interests. The investors and the securitization trusts have no recourse to the Company’s assets; holders of the securities issued by each trust can look only to the loans owned by the trust for payment. The retained interests held by the Company are subject principally to the credit risk stemming from the underlying transferred loans. The securitization trusts used to effect these transactions are variable interest entities that the Company does not consolidate. The Company remeasures the carrying value of its retained interests at each reporting date to reflect their current fair value which is included in trading securities, at fair value on the consolidated balance sheets, with corresponding gains or losses included in other income on the consolidated statements of operations. As of September 30, 2026, the remaining principal balance of loans transferred to these securitization trusts was $1.9 billion of which $4.8 million of loans were 90 days or more past due.

Investments in joint ventures

The Company’s joint ventures include investments with home builders, real estate brokers, and commercial real estate companies to provide loan origination services and real estate settlement services to customers referred by the Company’s joint venture partners. The Company is generally not determined to be the primary beneficiary in its joint venture VIEs because it does not have the power, through voting rights or similar rights, to direct the activities that most significantly impact the economic performance of the VIE. The Company’s pro rata share of net earnings of joint ventures was $1.8 million and $5.3 million for the three and nine months ended September 30, 2026, respectively, and $1.7 million and $4.3 million for the three and nine months ended September 30, 2025, respectively, and is included in other income in the consolidated statements of operations.

NOTE 9 –WAREHOUSE AND OTHER LINES OF CREDIT

At September 30, 2026, the Company was a party toeleven revolving lines of credit, includingtwo loan funding facilities with GSEs, with lenders providing an aggregate $4.4 billion of warehouse and securitization facilities. The facilities are used to fund, and are secured by, residential mortgage loans held for sale. The facilities are repaid using proceeds from the sale of loans. Interest is generally payable monthly in arrears or on the repurchase date of a loan, and outstanding principal is payable upon receipt of loan sale proceeds or on the repurchase date of a loan. Outstanding principal related to a particular loan must also be repaid after the expiration of a contractual period of time or, if applicable, upon the occurrence of certain events of default or due to a breach of a representation and warranty with respect to the underlying loan. Interest expense is recorded to interest expense on the consolidated statements of operations. The base interest rates on the facilities bear interest at a derivative of the secured overnight financing rate (“SOFR”), plus a margin. Some of the facilities carry additional fees charged on the total line amount, commitment fees charged on the committed portion of the line, and non-usage fees charged when monthly usage falls below a certain utilization percentage. As of September 30, 2026, the interest rate was comprised of the applicable base rate plus a spread ranging from 1.50% to 2.25%. The base interest rate for warehouse facilities is subject to increase based upon the characteristics of the underlying loans collateralizing the lines of credit, including, but not limited to product type and number of days held for sale. As of September 30, 2026, the warehouse lines have maturities staggered from October 2026 through September 2027. As of September 30, 2026, there wasone securitization facility with an original three year term scheduled to expire in April 2028 andone securitization facility with an original three year term scheduled to expire in April 2029. Warehouse lines and other lines of credit are subject to renewal based on periodic credit review conducted by the lender.

Certain warehouse line lenders require the Company to maintain cash accounts with minimum required balances at all times. As of September 30, 2026 and December 31, 2025, the Company had posted a total of $36.1 million and $9.9 million, respectively, of restricted cash as collateral with our warehouse lenders and securitization facilities of which $4.0 million and $3.3 million, respectively, were the minimum required balances.

Under the terms of these warehouse lines, the Company is required to maintain various covenants. As of September 30, 2026, the Company was in compliance with all covenants under the warehouse lines.

Securitization Facilities

In April 2025, the Company issued notes and a class of owner trust certificates through an on-balance sheet securitization facility (“2025-1 Securitization Facility”) backed by a revolving warehouse line of credit. The 2025-1 Securitization Facility is secured by first-lien, fixed-rate or adjustable-rate, residential mortgage loans originated in accordance with the criteria of Fannie Mae and Freddie Mac for the purchase of mortgage loans or in accordance with the criteria of Ginnie Mae for the guarantee of securities backed by mortgage loans. The 2025-1 Securitization Facility issued $300.0 million in notes that bear interest at SOFR, plus a margin. The 2025-1 Securitization Facility will terminate on the earlier of (i) thethree-year anniversary of the initial purchase date, (ii) the Company exercising its right to optional prepayment in full, or (iii) the date of the occurrence and continuance of an event of default.

In April 2026, in connection with the termination of a securitization facility issued in 2024, the Company issued notes and a class of owner trust certificates through an on-balance sheet securitization facility (“2026-1 Securitization Facility”) backed by a revolving warehouse line of credit. The 2026-1 Securitization Facility is secured by first-lien, fixed-rate or adjustable-rate, residential mortgage loans which are (i) originated in accordance with the criteria of Fannie Mae and Freddie Mac for the purchase of mortgage loans or in accordance with the criteria of Ginnie Mae for the guarantee of securities backed by mortgage loans or (ii) originated as a jumbo mortgage loan in accordance with loanDepot’s underwriting guidelines in effect as of the closing date. The 2026-1 Securitization Facility issued $500.0 million in notes that bear interest at SOFR, plus a margin. The 2026-1 Securitization Facility will terminate on the earlier of (i) thethree-year anniversary of the initial purchase date, (ii) the Company exercising its right to optional prepayment in full, or (iii) the date of the occurrence and continuance of an event of default.

The following table presents information on warehouse and securitization facilities and the outstanding balance as of September 30, 2026 and December 31, 2025:

Outstanding Balance
Committed AmountUncommitted AmountTotal Facility AmountExpiration DateSeptember 30,2026December 31,2025
Facility 1(1)$400,000$600,000$1,000,0009/21/2027$288,023$536,653
Facility 2(1)(5)1,000299,000300,00010/21/202619,872251,540
Facility 3—225,000225,0002/25/2027109,43373,419
Facility 4(5)—175,000175,00010/27/202698162,446
Facility 5(1)(2)—200,000200,000N/A——
Facility 61,000299,000300,0009/17/2027182,758285,854
Facility 7(3)(4)———9/25/2026—300,000
Facility 8250,000350,000600,00011/13/2026266,860445,828
Facility 9(1)—600,000600,0005/26/2027184,700546,799
Facility 10(3)300,000—300,0004/10/2028300,000300,000
Facility 11(1)(2)—150,000150,000N/A——
Facility 12(3)500,000—500,0004/24/2029500,000—
Total$1,452,000$2,898,000$4,350,000$1,851,744$2,902,539

(1)In addition to the warehouse line, the lender provides a separate gestation facility to finance recently sold MBS up to the MBS settlement date.

(2)This is an early funding facility with an Agency. This facility is an evergreen agreement with no stated termination or expiration date. This agreement can be terminated by either party by written notice.

(3)Securitization backed by a revolving warehouse facility to finance newly originated first-lien fixed and adjustable rate mortgage loans.

(4)In April 2026, facility was terminated prior to the expiration date and replaced by Facility 12.

(5)In October 2026, the Company allowed the facility or facilities to expire without renewal.

The following table presents information on borrowings under warehouse and securitization facilities:

Three Months EndedSeptember 30,Nine Months EndedSeptember 30,
2026202520262025
Maximum outstanding balance during the period$2,493,639$2,395,860$3,024,131$2,528,173
Average balance outstanding during the period2,212,7772,114,2782,322,4372,075,646
Collateral pledged (loans held for sale)1,916,3682,559,4161,916,3682,559,416
Weighted average interest rate during the period5.67%6.31%5.64%6.37%

NOTE 10 –DEBT OBLIGATIONS

The following table presents the outstanding debt as of September 30, 2026 and December 31, 2025:

September 30,2026December 31,2025
Secured debt obligations, net:
Secured credit facilities
MSR facilities$502,891$503,556
Securities financing facilities65,98279,215
Servicing advance facilities71,15777,627
Total secured credit facilities640,030660,398
Term Notes545,717544,899
Other secured financings109,63887,953
Total secured debt obligations, net1,295,3851,293,250
Other debt obligations, net:
Senior Notes720,684807,053
Total debt obligations, net$2,016,069$2,100,303

Certain of the Company’s secured debt obligations require us to satisfy financial covenants, including minimum levels of profitability, tangible net worth, liquidity, and maximum levels of consolidated leverage. The Company was in compliance with all such financial covenants as of September 30, 2026.

Secured Credit Facilities

Secured credit facilities are revolving facilities collateralized by MSRs, trading securities, and servicing advances.

MSR Facilities

In August 2017, the Company established the loanDepot GMSR Master Trust to finance its Ginnie Mae mortgage servicing rights through the issuance of variable funding and/or term notes, each of which are secured by participation certificates representing beneficial interests in the Company’s Ginnie Mae mortgage servicing rights. In January 2024, the Company secured a new facility to re-issue a variable funding note that accrues interest at SOFR plus a margin per annum, providing an aggregate $200.0 million in borrowing capacity as of September 30, 2026 (including variable funding notes secured by servicing advances, see Servicing Advance Facilities below). In January 2025, the maturity date of the variable funding notes was extended to June 2027. As of September 30, 2026, the fair value of the mortgage servicing rights collateralizing the facility was $582.7 million. As of September 30, 2026, the Company had $132.2 million in outstanding variable funding notes and $1.5 million in unamortized deferred financing costs.

In May 2025, the loanDepot GMSR Master Trust issued the Series 2025-GT1 Term Notes (“GT1 Term Notes”) in the aggregate principal amount of $200.0 million. The GT1 Term Notes are priced at a variable rate based on SOFR plus a margin per annum and are expected to mature in May 2030, or, if extended, to May 2032. The proceeds of the GT1 Term Notes offering were used to prepay in full a series of term notes that was issued in 2018 and had an outstanding principal balance of $200.0 million as of the date of prepayment. In July 2025, the loanDepot GMSR Master Trust issued the Series 2025-GT2 term notes (“GT2 Term Notes”) in the aggregate principal amount of $150.0 million. The GT2 Term Notes are priced at a variable rate based on SOFR plus a margin per annum and are expected to mature in July 2030.

In January 2025, the Company entered into a credit facility agreement to provide for $400.0 million in borrowing capacity to replace a previous credit facility that was originally entered into in December 2021. This facility is secured by Freddie Mac mortgage servicing rights with a fair value of $421.6 million as of September 30, 2026. This facility bears interest at SOFR, plus a margin per annum and matures in January 2027. At September 30, 2026, there was $266.2 million outstanding on this facility and $0.3 million in unamortized deferred financing costs.

In May 2025, the Company amended its facility that was secured by Fannie Mae mortgage servicing rights to appoint a new administrative agent and to assign to the administrative agent 100% of the commitment under its credit agreement originally dated December 15, 2023. This revolving line of credit provided for up to $300.0 million in borrowing capacity until it was terminated in November 2025. In November 2025, the Company and the loanDepot FAMSR Master Trust entered into a new facility to finance its Fannie Mae mortgage servicing rights through the issuance of term notes and variable funding notes, each of which are secured by a participation certificate representing beneficial interests in the Company’s Fannie Mae mortgage servicing rights. In November 2025, the loanDepot FAMSR Master Trust issued up to $300.0 million of variable funding notes, the Series 2025-VF1 Notes. The Series 2025-VF1 Notes bear interest at SOFR, plus a margin per annum. As of September 30, 2026, the facility had a capacity of $150.0 million and a maturity date of June 2027.

In December 2025, the loanDepot FAMSR Master Trust issued a series of term notes, the Series 2025-FT1 Notes (“FT1 Term Notes”), in the aggregate principal amount of $200.0 million. The FT1 Term Notes are priced at a variable rate based on SOFR plus a margin per annum and are expected to mature in December 2030. As of September 30, 2026 this facility was secured by Fannie Mae mortgage servicing rights with a fair value of $428.3 million. At September 30, 2026, there was $107.1 million outstanding on this facility and $0.9 million in unamortized deferred financing costs.

Securities Financing Facilities

The Company has entered into master repurchase agreements to finance retained interest securities related to certain of its securitizations. The securities financing facilities have an advance rate between 50% and 85% based on classes of the securities and accrue interest at a rate of 90-day SOFR, plus a margin. The securities financing facilities are secured by the trading securities, which represent retained interests in the credit risk of the assets collateralizing certain securitization transactions. As of September 30, 2026, the trading securities had a fair value of $75.2 million on the consolidated balance sheets and there were $66.0 million in securities financing facilities outstanding.

Servicing Advance Facilities

In September 2020, the Company, through its indirect-wholly owned subsidiary loanDepot Agency Advance Receivables Trust (the “Advance Receivables Trust”), entered into a variable funding note facility for the financing of servicing advance receivables with respect to residential mortgage loans serviced by it on behalf of Fannie Mae and Freddie Mac. Pursuant to an indenture, the Advance Receivables Trust can issue up to $100.0 million in variable funding notes (the “2020-VF1 Notes”). The 2020-VF1 Notes accrue interest at SOFR plus a margin per annum. In September 2024, the 2020-VF1 Notes were extended to mature in May 2027 (unless earlier redeemed in accordance with their terms). At September 30, 2026, there was $22.9 million in 2020-VF1 Notes outstanding, secured by servicing advances of $27.9 million.

In November 2021, the Company, through the GMSR Trust, issued variable funding notes secured by principal and interest advance receivables and servicing advance receivables related to residential mortgage loans serviced on behalf of Ginnie Mae. These variable funding notes bear interest at SOFR plus a margin per annum. As disclosed in MSR Facilities above, the Company secured a new facility in January 2024 to issue variable funding notes and to extend their maturity to June 2027. As of September 30, 2026, there was $48.3 million outstanding on the variable funding notes, secured by servicing advances of $67.2 million.

Term Notes

In May 2025, the Company, through the GMSR Trust issued the Series 2025-GT1 Term Notes. The GT1 Term Notes mature in May 2030 or if extended pursuant to the terms of the Series 2025-GT1 Indenture Supplement, May 2032 and accrue interest at SOFR plus a margin per annum. At September 30, 2026, there were $200.0 million in GT1 Term Notes outstanding and $1.5 million of unamortized deferred financing costs. In July 2025, the Company, through the GMSR Trust issued the Series 2025-GT2 Term Notes. The GT2 Term Notes mature in July 2030 and accrue interest at SOFR plus a margin per annum. At September 30, 2026, there were $150.0 million in GT2 Term Notes outstanding and $1.1 million of unamortized deferred financing costs.

In December 2025, the Company, through the FAMSR Trust, issued the Series 2025-FT1 Term Notes. The FT1 Term Notes mature in December 2030 and accrue interest at SOFR plus a margin per annum. At September 30, 2026, there were $200.0 million in FT1 Term Notes outstanding and $1.7 million of unamortized deferred financing costs.

Other Secured Financings

In April 2024, the Company executed a securitization of a pool of approximately $150.0 million fixed-rate and adjustable-rate, performing, re-performing and non-performing residential mortgage loans, whereby the loans were transferred to statutory trust MMCA 2024-SD1. The Company evaluated the sale of loans according to ASC 860 - Transfers and Servicing and determined that the transaction does not qualify for sale treatment. As a result, the securitization was recorded as a secured borrowing in which the loans remained on the consolidated balance sheet as loans held for investment, at fair value and the securitization debt was also recognized on the consolidated balance sheet in debt obligations, net. The secured financing was collateralized by and indexed to the pool of residential mortgage loans held by a VIE.

In September 2026, the Company exercised its option to redeem $84.4 million in outstanding notes from the MMCA 2024-SD1 securitization trust. The majority of the loans held in the MMCA 2024-SD1 trust, together with additional performing and re-performing residential mortgage loans, were transferred to the MMCA 2026-SD1 securitization trust. The mortgage loan collateral for the $122.2 million of notes issued totaled $138.0 million in UPB. The Company evaluated the transfer of the loans under ASC 860, Transfers and Servicing, and determined that it does not qualify for sale accounting. As a result, the transaction is accounted for as a secured borrowing. The loans included in the MMCA 2026-SD1 securitization remain on the consolidated balance sheet as loans held for investment, at fair value, and the securitization debt is recognized as other secured financings in debt obligations, net. The secured financing is collateralized by and indexed to the pool of residential mortgage loans held by a VIE.

The Company evaluated the retirement of the MMCA 2024-SD1 notes under ASC 470-50, Debt – Modifications and Extinguishments, on an investor-by-investor basis. For noteholders that did not participate in the MMCA 2026-SD1 securitization, the notes were accounted for as extinguished, and the Company recognized a $1.2 million loss on debt extinguishment. For noteholders that exchanged their MMCA 2024-SD1 notes for MMCA 2026-SD1 notes, the exchange was accounted for as a modification. Third-party costs of $1.0 million associated with the modified notes were expensed as incurred, and $2.6 million unamortized debt discount and issuance costs on the modified notes continue to be amortized over the term of the MMCA 2026-SD1 notes. The expenses are included in other interest expense in the consolidated statements of operations.

As of September 30, 2026, there was $109.6 million outstanding in other secured financings, net of $11.7 million in debt discount and $0.8 million in unamortized deferred financing costs.

Senior Notes

In October 2020, the Company issued $500.0 million in aggregate principal amount of 6.50% unsecured senior notes due November 2025, (the “2025 Senior Notes”). In June 2024, the Company completed an offer to exchange any and all of the outstanding 2025 Senior Notes for newly issued Senior Secured Notes due November 2027 (the “2027 Senior Notes”). The offer was an exchange for a mixed consideration of $1,100 in cash and principal amount of 2027 Senior Notes for each $1,000 principal amount of 2025 Senior Notes tendered at or prior to the expiration date. At the time of expiration, the Company repurchased $478.0 million of 2025 Senior Notes in exchange for $340.6 million of 2027 Senior Notes and cash of $185.0 million resulting in a loss on extinguishment of debt of $5.7 million. Interest on the 2027 Senior Notes accrues at a rate of 8.750% per annum, payable semi-annually in arrears on May 1 and November 1 of each year. The Company may redeem the 2027 Senior Notes, in whole or in part, at various redemption prices. The 2027 Senior Notes are fully and unconditionally guaranteed, jointly and severally, on a senior unsecured basis by certain of LD Holding’s wholly-owned restricted subsidiaries, and secured by a first priority security interest (subject to permitted liens) in (1) a securities account holding certain risk retention securities (trading securities) held by MCS, a guarantor of the 2027 Senior Notes, (2) certain unencumbered non-agency mortgage servicing rights held by LDLLC, a guarantor of the 2027 Senior Notes, with a fair value of up to $60.0 million, and (3) a securities account holding $133.8 million aggregate principal as of September 30, 2026 of LD Holding’s 6.125% 2028 Senior Notes that were previously repurchased by LD Holdings held by ART, a guarantor of the 2027 Senior Notes.

The Company evaluated the debt exchange under the guidance in ASC 470-50 Debt - Modifications and Extinguishments. As the present value of the cash flows under the 2027 Senior Notes differed by more than 10% from the present value of the remaining cash flows under the terms of the 2025 Senior Notes, it was determined that the debt was substantially different, and therefore, the transaction was accounted for as a debt extinguishment. In November 2025, the 2025 Senior Notes matured and the remaining principal balance of $19.8 million was redeemed. In the nine months ended September 30, 2026, the Company repurchased $70.0 million of the 2027 Senior Notes at an average purchase price of 89.9% of par, which resulted in a $2.6 million gain on extinguishment of debt, net of debt discount and deferred financing fees. As of September 30, 2026, there were $270.7 million in 2027 Senior Notes outstanding, $12.9 million of unamortized debt discount and $1.8 million in unamortized deferred financing costs.

In March 2021, the Company issued $600.0 million in aggregate principal amount of 6.125% unsecured senior notes due April 2028 (the “2028 Senior Notes” and together with the 2027 Senior Notes, the "Senior Notes"). Interest on the 2028 Senior Notes accrues at a rate of 6.125% per annum, payable semi-annually in arrears on April 1 and October 1 of each year. The Company may redeem the 2028 Senior Notes at various redemption prices. In the nine months ended September 30, 2026, the Company repurchased $33.1 million of the 2028 Senior Notes at an average purchase price of 84.6% of par, which resulted in a $5.0 million gain on extinguishment of debt, net of deferred financing fees. As of September 30, 2026, there were $466.2 million in 2028 Senior Notes outstanding and $1.5 million in unamortized deferred financing costs.

Interest Expense

Interest expense on all outstanding debt obligations with variable rates is paid based on SOFR, or other alternative base rate, plus a margin ranging from 0.75% -4.25%.

NOTE 11 –EQUITY

The Company consolidates the financial results of LD Holdings and reports noncontrolling interest related to the interests held by the Continuing LLC Members. The noncontrolling interest of $124.7 million and $151.5 million as of September 30, 2026 and December 31, 2025, respectively, represented the economic interest in LD Holdings held by the Continuing LLC Members. The Continuing LLC Members have the right to exchangeone Holdco Unit andone share of Class B common stock or Class C common stock, as applicable, together for cash or one share of Class A common stock at the Company’s election, subject to customary conversion rate adjustments for stock splits, stock dividends, and reclassifications. As Continuing LLC Members convert shares, noncontrolling interest is adjusted to proportionately reduce the economic interest in LD Holdings with an offset to additional paid-in-capital on the consolidated statements of equity. The following table summarizes the ownership of LD Holdings as of September 30, 2026 and December 31, 2025.

On February 11, 2026, pursuant to the Company’s Amended and Restated Certificate of Incorporation dated February 11, 2021, each outstanding share of the Company’s Class C common stock was converted into one share of Class B common stock, and each outstanding share of Class D common stock was converted into one share of Class A common stock. All outstanding Class C and Class D shares converted automatically and without further action on the part of the Company or any holder of Class C or Class D common stock. As of February 11, 2026, immediately following the conversion, there were 228,569,593 shares of Class A common stock outstanding and 106,207,433 shares of Class B common stock outstanding. There wereno shares of Class C or Class D common stock outstanding following the conversion.

September 30, 2026December 31, 2025
Holding Member Interests:Holdco UnitsOwnership PercentageHoldco UnitsOwnership Percentage
loanDepot, Inc.232,714,06668.72%226,624,44467.82%
Continuing LLC Members105,927,68631.28%107,515,08232.18%
Total338,641,752100.00%334,139,526100.00%

NOTE 12 –EARNINGS (LOSS) PER SHARE

Basic earnings (loss) per share of Class A common stock and Class D common stock is computed using the two-class method by dividing net earnings (loss) allocated to common stockholders by the weighted-average number of shares of Class A common stock and Class D common stock, respectively, outstanding during the period. Diluted earnings (loss) per share of Class A common stock and Class D common stock is computed using the two-class method by dividing net earnings (loss) allocated to common stockholders by the weighted-average number of shares of Class A common stock and Class D common stock, respectively, outstanding adjusted to give effect to potentially dilutive securities. Diluted EPS was computed using the treasury stock method for Class A RSUs and non-qualified stock options, and the if-converted method for Class B and Class C common stock.

The following tables set forth the calculation of basic and diluted loss per share for Class A common stock and Class D common stock:

Three Months Ended · Nine Months Ended
September 30, 2026September 30, 2026
Class AClass DTotalClass AClass DTotal
Net loss allocated to common stockholders$(19,729)$—$(19,729)$(57,773)$(3,976)$(61,749)
Weighted average shares - basic232,312,698—232,312,698216,096,55514,872,701230,969,256
Loss per share - basic$(0.08)$—$(0.08)$(0.27)$(0.27)$(0.27)
Weighted average shares - diluted232,312,698—232,312,698216,096,55514,872,701230,969,256
Loss per share - diluted$(0.08)$—$(0.08)$(0.27)$(0.27)$(0.27)
Three Months Ended · Nine Months Ended
September 30, 2025September 30, 2025
Class AClass DTotalClass AClass DTotal
Net loss allocated to common stockholders$(2,642)$(2,240)$(4,882)$(21,316)$(18,850)$(40,166)
Weighted average shares - basic114,416,31097,026,671211,442,981109,718,45397,026,671206,745,124
Loss per share - basic$(0.02)$(0.02)$(0.02)$(0.19)$(0.19)$(0.19)
Weighted average shares - diluted114,416,31097,026,671211,442,981109,718,45397,026,671206,745,124
Loss per share - diluted$(0.02)$(0.02)$(0.02)$(0.19)$(0.19)$(0.19)

The potential dilutive effect of the exchange of Class B common stock or Class C common stock for Class A common stock is evaluated under the if-converted method. Reallocation of net income or loss attributable to the dilutive impact of the exchange for Class A common stock was tax-effected using the combined federal and state rate (less federal benefit) of (0.3)% and 25.4% for the three months ended September 30, 2026 and 2025, respectively, and 0.1% and 25.4%, for the nine months ended September 30, 2026 and 2025, respectively. The potential dilutive effect of stock options and restricted stock units is evaluated under the treasury stock method. The following table summarizes the shares that were anti-dilutive and excluded from the computation of diluted earnings (loss) per share for the presented periods.

Three Months EndedNine Months Ended
September 30,2026September 30,2025September 30,2026September 30,2025
Class B and Class C common stock105,977,644119,970,814106,108,197123,031,001
Stock options and restricted stock units(1)21,303,5788,761,00616,014,88013,414,756
Total127,281,222128,731,820122,123,077136,445,757

(1)Stock options and restricted stock units are weighted for the portion of the period for which they were outstanding.

NOTE 13 –INCOME TAXES

The Company’s provision for income taxes for interim periods is determined using an estimated annual effective tax rate, adjusted for discrete items, if any. The Company’s income tax expense varies from the expense that would be expected based on statutory rates due principally to its organizational structure and changes in valuation allowance. The Company recorded an income tax benefit of $76 thousand and $14.0 million for the nine months ended September 30, 2026 and 2025, respectively. The decrease in the income tax benefit was primarily attributable to an increase in the valuation allowance, reflected in the estimated annual effective tax rate, against deferred tax assets for net operating losses generated during 2026.

Deferred income taxes arise from temporary differences between the tax basis of assets and liabilities and their reported amounts in the financial statements, which will result in taxable or deductible amounts in the future. The Company’s deferred tax assets are mainly comprised of net operating loss carryforwards and deferred tax liabilities relate to temporary differences in the book basis as compared to the tax basis of loanDepot, Inc.’s investment in LD Holdings, net of tax benefits from future deductions for payments made under a Tax Receivable Agreement (“TRA”) as a result of the IPO.

The Company establishes a valuation allowance when it is more-likely-than-not that some portion or all of the deferred tax assets will not be realized based on management’s assessment of positive and negative evidence. As of September 30, 2026, the Company had a valuation allowance on the deferred tax assets mainly related to net operating losses and tax credit carryforwards that have limited carryforward periods and may expire prior to the Company being able to utilize them.

The Company recognized a TRA liability of $111.3 million and $109.1 million as of September 30, 2026 and December 31, 2025, respectively, which represents the Company’s estimate of the aggregate amount that it will pay under the

TRA as a result of the offering transaction. Refer to Note 15 - Commitments and Contingencies, for further information on the TRA liability.

NOTE 14 –RELATED PARTY TRANSACTIONS

In conjunction with its joint ventures, the Company entered into agreements to provide services to the joint ventures for which it receives and pays fees. Services for which the Company earns fees are comprised of loan processing and administrative services (legal, accounting, human resources, data processing and management information, assignment processing, post-closing, underwriting, facilities management, quality control, management consulting, risk management, promotions, public relations, advertising and compliance with credit agreements). The Company also originates eligible mortgage loans referred by its joint ventures for which the Company pays the joint ventures a broker fee.

Fees earned and costs incurred from joint ventures were as follows:

Three Months EndedSeptember 30,Nine Months EndedSeptember 30,
2026202520262025
Loan processing and administrative services fee income$4,254$4,276$12,781$12,443
Loan origination broker fees expense19,39219,77057,95458,518

Net amounts payable to or receivable from joint ventures were as follows:

September 30,2026December 31,2025
Amounts payable to joint ventures$3,629$4,926

The Company has entered into a TRA with Parthenon Stockholders and certain Continuing LLC Members. There wereno payments made during the nine months ended September 30, 2026 or September 30, 2025.

NOTE 15–COMMITMENTS AND CONTINGENCIES

Escrow Services

In conducting its operations, the Company, through its wholly-owned subsidiaries, LDSS and ACT, routinely hold customers' assets in escrow pending completion of real estate financing transactions. These amounts are maintained in segregated bank accounts and are offset with the related liabilities resulting inno amounts reported in the accompanying consolidated balance sheets. The balances held for the Company’s customers totaled $5.6 million and $78.2 million at September 30, 2026 and December 31, 2025, respectively.

Legal Proceedings

The Company operates in a highly regulated industry and is subject to various legal proceedings, examinations, investigations, and regulatory inquiries, including those identified below. The Company records liabilities for loss contingencies when losses are probable and reasonably estimable. The Company reviews these accruals at least quarterly and adjusts its accruals as necessary based on the impact of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular matter.

Management does not believe that losses in excess of amounts accrued from pending or threatened legal and regulatory matters, individually or in the aggregate, will materially affect the Company's financial position, results of operations, or cash flows, other than the matters described below. The outcomes of legal and regulatory matters are inherently uncertain, and unfavorable resolutions could differ materially from current estimates and result in damages, fines, penalties, or injunctive relief or other costs that materially affect the Company's business, financial condition, results of operations, or cash flows.

Cybersecurity Incident

The Company is cooperating with state regulators and attorneys general regarding ongoing investigations into the cybersecurity incident that occurred in January 2024 resulting from unauthorized access to our systems (“Cybersecurity Incident”). The Company believes that a loss is probable, but it cannot reasonably estimate a loss or range of loss beyond amounts accrued that might result from adverse judgments, settlements, penalties or other resolution of these investigations due to the preliminary stage of discussions and unresolved factual and legal matters.

Employment Litigation

On September 21, 2021, a former senior operations officer filed a complaint, as subsequently amended, with the Superior Court of the State of California, County of Orange. The complaint originally named the Company, an executive officer, and a former executive officer as defendants, and alleged loan origination noncompliance and various employment-related claims, including hostile work environment and gender discrimination. The claims against thetwo executive officers were dismissed by the court in 2022. Plaintiff's claims regarding improper origination of loan documents, gender discrimination and several other ancillary employment claims were dismissed as a result of several pre-trial motions filed on behalf of the Company. On February 7, 2025, a unanimous jury returned a verdict in favor of the Company regarding the remaining claims in the litigation. Plaintiff filed a notice of appeal of the jury verdict on April 15, 2025. To date, including $571,000 on February 2, 2026, the court has awarded loanDepot approximately $750,000 for attorneys’ fees and other costs as sanctions against the plaintiff and her counsel for bringing frivolous claims and engaging in other inappropriate conduct. The Company does not believe that a loss is probable or that the amount of loss is reasonably estimable in this matter at this time, given the favorable judgment and the pending appeal.

Telephone Consumer Protection Act Class Actions

loanDepot.com, LLC is a defendant in multiple putative class action lawsuits alleging violations of the Telephone Consumer Protection Act, 47 U.S.C. § 227 (“TCPA”), related to marketing and customer communications. Of these actions, Jeffrey Kearns v. loanDepot.com, LLC (“Kearns”), filed in June 2022 has been certified as a class action and is pending in the United States District Court for the Central District of California. Kearns seeks actual and statutory damages under the TCPA, injunctive relief, and attorneys’ fees and costs. The Company believes it has substantial defenses to the claims asserted in the Kearns lawsuit and intends to contest the claims vigorously, but the Company believes a loss is reasonably possible. However, the Company is unable to reasonably estimate the amount or range of possible loss that may result from the Kearns matter at this time due primarily to unresolved issues relating to calculation methodologies that may be applied. The remaining actions are in various stages of litigation and have not been certified as classes. Absent class certification, the Company believes these other actions are ordinary routine litigation matters incidental to our business.

Truth in Lending Act Class Actions

In July 2025, five borrowers filed a putative class action lawsuit against loanDepot.com, LLC in the United States District Court for the District of Maryland. The lawsuit alleges that loanDepot violated the Truth in Lending Act (“TILA”) by requiring loan officers to transfer retail borrowers’ loans to Internal Loan Consultants in certain circumstances and reducing the compensation those loan officers received on those loans. The complaint seeks certification of a nationwide proposed class, actual damages, statutory damages equal to all finance charges and fees paid by class members, attorneys' fees and costs, and other relief the court deems appropriate. The Company believes it has substantial defenses to this lawsuit, and it continues to vigorously defend against it. The Company does not believe that a loss is probable or that the amount of loss is reasonably estimable in this matter at this time, due to the early stage of the proceedings, the significant factual and legal uncertainties involved, and the inability to determine the scope of any potential class.

In October 2026, two borrowers filed a putative class action lawsuit against loanDepot.com, LLC in the Circuit Court for Baltimore County, Maryland. The lawsuit alleges that loanDepot's Consumer Direct Division compensated production managers in violation of TILA and Regulation Z and seeks certification of a Maryland proposed class, statutory damages equal to all finance charges and fees paid by class members, attorneys' fees and costs, and other relief the court deems appropriate. The Company believes it has substantial defenses to this lawsuit, and it intends to vigorously defend against it. The Company does not believe that a loss is probable or that the amount of loss is reasonably estimable in this matter at this time, due to the early stage of the proceedings, the significant factual and legal uncertainties involved, and the inability to determine the scope of any potential class.

Privacy Class Action

In December 2025, a putative class action lawsuit was filed in the Superior Court of California, County of Alameda, against loanDepot.com, LLC, alleging that certain cookies and other “tracking technologies” collected website activity data even if visitors declined consent using the “Cookie Preferences” tool. The lawsuit alleges violations of the California Invasion of Privacy Act (“CIPA”), breach of contract, and violation of the California Unfair Competition Law. The complaint seeks actual and statutory damages under the CIPA, equitable relief, credit monitoring for the class, and attorneys’ fees and costs. The Company believes it has substantial defenses to this lawsuit and will vigorously defend against it. The Company does not believe that a loss is probable or that the amount of loss is reasonably estimable in this matter at this time, due to the early stage of the proceedings, the significant factual and legal uncertainties involved, and the inability to determine the scope of any potential class.

Joint Venture Class Action

In July 2026, two plaintiffs filed a putative class action lawsuit against loanDepot.com, LLC (as substituted for loanDepot, Inc. by amended complaint), LGI Homes, Inc., and LGI Mortgage Solutions, LLC, a joint venture of loanDepot.com, LLC, and LGI Homes, Inc., in the United States District Court for the Middle District of Florida. The lawsuit alleges that defendants engaged in deceptive advertising and sales practices in connection with home sales and mortgage financing. The plaintiffs assert claims under the Florida Deceptive and Unfair Trade Practices Act, as well as claims for fraud, negligent misrepresentation, and violations of the Truth in Lending Act. The plaintiffs seek certification of two statewide classes and request damages, restitution, injunctive relief, attorneys' fees, and other relief. The Company believes it has substantial defenses to these claims and intends to defend the matter vigorously. The Company does not believe that a loss is probable or that the amount or range of loss is reasonably estimable at this time because the matter remains in its preliminary stages and is subject to significant factual, legal and class certification uncertainties.

Commitments to Extend Credit

The Company enters into IRLCs with customers who have applied for residential mortgage loans and meet certain credit and underwriting criteria. These commitments expose the Company to market risk if interest rates change and the loan is not economically hedged or committed to an investor. The Company is also exposed to credit loss if the loan is originated and not sold to an investor and the customer does not perform. The collateral upon extension of credit typically consists of a first deed of trust in the mortgagor’s residential property. Commitments to originate loans do not necessarily reflect future cash requirements as some commitments are expected to expire without being drawn upon. Total commitments to originate loans as of September 30, 2026 and December 31, 2025 approximated $2.1 billion and $2.5 billion, respectively. These loan commitments are treated as derivatives and are carried at fair value, refer to Note 6 - Derivative Financial Instruments and Hedging Activities for further information on derivatives.

Loan Loss Obligation for Sold Loans

When the Company sells mortgage loans, it makes customary representations and warranties to the purchasers about various characteristics of each loan such as the origination and underwriting guidelines, including but not limited to the validity of the lien securing the loan, property eligibility, borrower credit, income and asset requirements, and compliance with applicable federal, state and local law. The Company establishes a loan repurchase reserve for losses associated with repurchase loan obligations if the Company breached a representation or warranty given to the loan purchaser. Additionally, the Company’s loan loss obligation for sold loans includes an estimate for losses associated with early payoffs and early payment defaults. Charge-offs associated with early payoffs, early payment defaults and losses related to representations, warranties, and other provisions are also included.

The activity related to the loan loss obligation for sold loans is as follows:

Three Months EndedSeptember 30,Nine Months EndedSeptember 30,
2026202520262025
Balance at beginning of period$17,102$17,386$16,116$18,417
Provision for loan loss obligations7,8702,48215,2546,359
Charge-offs(4,065)(3,150)(10,463)(8,058)
Balance at end of period$20,907$16,718$20,907$16,718

Obligation for Sold MSRs

The Company recognizes sales of mortgage servicing rights as sales if title passes, if substantially all risks and rewards of ownership have irrevocably passed to the purchaser, and any protection provisions retained by the Company are minor and can be reasonably estimated. If a sale is recognized and only minor protection provisions exist, a liability for the estimated obligation associated with those provisions is recorded in accounts payable, accrued expenses and other liabilities on the consolidated balance sheet. The Company establishes a reserve related to the reimbursement of the purchase price for any loans that are prepaid in full within 90 days of the MSR sale transaction. The obligation for sold MSRs was $1.6 million and $0.6 million as of September 30, 2026 and December 31, 2025, respectively.

TRA Liability

The Company recognized a TRA liability of $111.3 million and $109.1 million as of September 30, 2026 and December 31, 2025, respectively, which represents the Company’s estimate of the aggregate amount that it will pay under the TRA as a result of the offering transaction. The amounts payable under the TRA will vary depending on a number of factors, such as the amount and timing of taxable income attributable to loanDepot, Inc. Refer to Note 14 - Related Party Transactions for further detail on the payments.

NOTE 16 –REGULATORY CAPITAL AND LIQUIDITY REQUIREMENTS

The Company is subject to financial eligibility requirements including minimum capital and liquidity requirements established by HUD, FHFA for Fannie Mae and Freddie Mac seller/servicers, and Ginnie Mae for single family issuers. Failure to maintain minimum capital and liquidity requirements can result in FHFA and Ginnie Mae taking various remedial actions up to and including removing the Company's ability to sell loans to, or securitize loans with, and service loans on behalf of FHFA and Ginnie Mae. The most restrictive of the minimum net worth and capital requirements require loanDepot.com to maintain a minimum adjusted net worth balance of $338.2 million as of September 30, 2026. As of September 30, 2026, the Company was in compliance with its regulatory capital and liquidity requirements.

NOTE 17 -SEGMENT REPORTING

The Company’s organizational structure is currently comprised ofone operating segment. This determination is based on the organizational structure which reflects how the chief operating decision maker evaluates the performance of the business. The Company’s Chief Operating Decision Maker (“CODM”) is the Chief Executive Officer. The CODM evaluates the performance of the business based on the measurement of consolidated net income (loss). The CODM uses this consolidated measure to allocate resources, assess the performance of the business and for making key operating decisions such as, but not limited to, approving operating budgets and forecasts, entering into significant contracts, hiring of key management or executive personnel, making significant capital investment decisions and/or implementing company-wide strategy.

As the Company operates asone operating segment, financial data provided in the consolidated financial statements, including total net revenues, consolidated net loss, and total assets, represent the performance of our single reportable segment. The consolidated statements of operations reflect the same level of significant expense categories regularly provided to the CODM for decision-making purposes. General and administrative expense reported in the consolidated statements of operations includes office and equipment expense, professional fees such as legal, compliance, consulting, and expenses for audit and tax services, data processing, telecommunications, travel and entertainment and other general expenses.

For the three and nine months ended September 30, 2026, there was no change in segmentation or measurement methods for segment reporting.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.