Mr. Cooper (COOP) Insider Disposes 71,497 Shares After Merger

Roy A. Guthrie, a director of Mr. Cooper Group Inc., reported disposing of 71,497 shares of Mr. Cooper common stock on 10/01/2025, and following that transaction he beneficially owns 0 shares.

Rhea-AI Filing Summary

Roy A. Guthrie, a director of Mr. Cooper Group Inc., reported disposing of 71,497 shares of Mr. Cooper common stock on 10/01/2025, and following that transaction he beneficially owns 0 shares. The Form 4 indicates the share disposition is tied to a sequence of merger transactions: under the Merger Agreement dated March 31, 2025, Maverick Merger Subsidiary merged into Mr. Cooper and then Mr. Cooper merged into Maverick Merger Sub 2, LLC, with Maverick Merger Sub 2, LLC surviving.

At the effective time, each outstanding Mr. Cooper common share was converted into the right to receive 11 shares of Rocket Companies, Inc. Class A common stock and cash in lieu of fractional shares. The Form 4 was signed by an attorney-in-fact on 10/03/2025.

Positive

• Maverick Merger completed per the filing, documenting corporate reorganization
• Each Mr. Cooper share converted into the right to receive 11 shares of Rocket Class A common stock per the Merger Agreement

Negative

• Reporting director disposed of 71,497 shares on 10/01/2025 and now reports 0 beneficial ownership
• Form 4 records a material insider disposition immediately following the merger closing

Insights

Corporate Transactions Lawyer

Merger closed and conversion mechanics recorded; reported disposals reflect transactional closing.

The Form 4 documents the completion of the Merger Agreement dated March 31, 2025, under which Mr. Cooper’s outstanding shares were converted into the right to receive 11 shares of Rocket Class A stock plus cash for fractions. This language is a factual record of the conversion mechanics and the surviving entity: Maverick Merger Sub 2, LLC.

The reported disposition of 71,497 shares on 10/01/2025 is recorded as a sale (transaction code J) and leaves the reporting person with 0 beneficially owned shares. The filing is dated and signed by an attorney-in-fact on 10/03/2025.

Equity Markets Analyst

Insider reported a material share disposal of 71,497 shares concurrently with merger closing.

The Form 4 shows a single non-derivative disposition of 71,497 Mr. Cooper shares on 10/01/2025, leaving the reporting director with no remaining beneficial ownership. The entry uses transaction code J, consistent with transactions resulting from corporate reorganizations or similar events tied to the merger mechanics disclosed in the remarks.

This is a clear, documentable change in beneficial ownership recorded after the merger conversion into Rocket stock and cash in lieu handling for fractional shares.

Insider Trade Summary

Other: 71,497 shares

Other 1 txn

Insider GUTHRIE ROY A

Role Director

Type	Security	Shares	Price	Value
Other	Common Stock	71,497	$0.00	$0.00

Holdings After Transaction: Common Stock — 0 shares (Direct)

Footnotes (1)

1. F1. Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 31, 2025, by and among Rocket Companies, Inc. ("Rocket"), Maverick Merger Sub, Inc. ("Maverick Merger Subsidiary"), Maverick Merger Sub 2, LLC ("Forward Merger Subsidiary") and Mr. Cooper Group Inc. ("Mr. Cooper"), Maverick Merger Subsidiary was merged with and into Mr. Cooper, with Mr. Cooper as the surviving corporation (the "Maverick Merger"), and, immediately following the effective time of the Maverick Merger (the "Maverick Effective Time"), Mr. Cooper was merged with and into Forward Merger Subsidiary, with Forward Merger Subsidiary as the surviving company. At the Maverick Effective Time, each share of Mr. Cooper common stock issued and outstanding immediately prior to the Maverick Effective Time (other than certain cancelled shares) was converted into the right to receive 11 shares of Class A common stock, par value $0.00001, of Rocket, and cash in lieu of fractional shares.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did the Form 4 for COOP report on 10/01/2025?

The Form 4 reports a disposal of 71,497 Mr. Cooper shares by director Roy A. Guthrie on 10/01/2025, leaving 0 shares beneficially owned.

Why were Mr. Cooper shares disposed according to the filing?

The filing links the transaction to the Merger Agreement: Mr. Cooper shares were converted into the right to receive 11 Rocket Class A shares and cash in lieu of fractional shares as part of the merger sequence.

What merger entities are named in the Form 4?

The Form 4 names Rocket Companies, Inc., Maverick Merger Sub, Inc., Maverick Merger Sub 2, LLC, and Mr. Cooper Group Inc. and states that Maverick Merger Sub 2, LLC survived the merger.

What transaction code was used for the reported disposition?

The disposition is recorded with transaction code J on the Form 4.

When was the Form 4 signed and who signed it?

The Form 4 was signed by Katherine K. Connell, Attorney-in-Fact on 10/03/2025.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 10/03/2025 - 04:35 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

GUTHRIE ROY A

(Last) (First) (Middle)

C/O MR. COOPER GROUP INC.

8950 CYPRESS WATERS BLVD.

(Street)

COPPELL TX 75019

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Maverick Merger Sub 2, LLC [ COOP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/01/2025		J		71,497(1)	D	(1)	0	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of March 31, 2025, by and among Rocket Companies, Inc. ("Rocket"), Maverick Merger Sub, Inc. ("Maverick Merger Subsidiary"), Maverick Merger Sub 2, LLC ("Forward Merger Subsidiary") and Mr. Cooper Group Inc. ("Mr. Cooper"), Maverick Merger Subsidiary was merged with and into Mr. Cooper, with Mr. Cooper as the surviving corporation (the "Maverick Merger"), and, immediately following the effective time of the Maverick Merger (the "Maverick Effective Time"), Mr. Cooper was merged with and into Forward Merger Subsidiary, with Forward Merger Subsidiary as the surviving company. At the Maverick Effective Time, each share of Mr. Cooper common stock issued and outstanding immediately prior to the Maverick Effective Time (other than certain cancelled shares) was converted into the right to receive 11 shares of Class A common stock, par value $0.00001, of Rocket, and cash in lieu of fractional shares.

Remarks:

IN CONNECTION WITH THE COMPLETION OF THE TRANSACTIONS NOTED IN FOOTNOTE 1, ISSUER MERGED WITH AND INTO MAVERICK MERGER SUB 2, LLC, WITH MAVERICK MERGER SUB 2, LLC SURVIVING THE MERGER.

	/s/Katherine K. Connell, Attorney-in-Fact	10/03/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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