[Form 4] Mr. Cooper Group Inc. Insider Trading Activity

Rhea-AI Filing Summary

Jesse K. Bray, listed as Chief Executive Officer and director, reported multiple transactions tied to the completion of the Maverick/Rocket merger. On 10/01/2025 the filing shows dispositions of 198,398 shares of Issuer common stock (direct) and 633,187 shares (indirect via The Jesse K. Bray Living Trust), leaving 0 shares beneficially owned in both capacities. The report also records disposition codes for 639,930 performance stock units, resulting in 0 RSU-derived shares held post-transaction.

The transactions follow the Merger Agreement dated March 31, 2025, under which each pre-merger Issuer share converted into the right to receive 11 shares of Rocket Companies, Inc. Class A common stock and cash for fractional shares. Outstanding RSU awards were converted into time-based RSUs in Rocket stock using the 11 exchange ratio, with performance determinations made before the merger effective time.

Positive

• Merger conversion executed under the disclosed Exchange Ratio of 11
• RSU awards converted into time-based Rocket stock per merger terms

Negative

• Reporting person beneficial ownership of Issuer common stock reduced to 0 shares
• Performance stock units totaling 639,930 shown as disposed, with 0 remaining

Insights

Corporate Transactions Expert

Merger-triggered equity conversions and complete divestiture of reported shares.

The Form 4 documents that following the Maverick Merger, pre-merger Issuer shares and RSUs were converted into Rocket Class A common stock at an Exchange Ratio of 11. The reporting person shows 0 shares held after disposing of 198,398 direct and 633,187 indirect shares, and 639,930 performance stock units.

Because the Merger Agreement and the conversion formula are disclosed in the filing, these transactions are executional steps of the merger integration rather than discretionary open-market trades.

Insider Ownership & Governance Analyst

Insider no longer reports beneficial ownership of Issuer shares post-merger.

The filing indicates the reporting person, Jesse K. Bray, moved all reported Issuer equity positions to zero following the merger mechanics. One disposition is listed as indirect via The Jesse K. Bray Living Trust, showing familial/estate structuring rather than third-party sale details in this Form 4.

This Form 4 documents the administrative outcome of the merger on insider holdings and the conversion of RSUs rather than describing new open-market purchases or options activity.

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

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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^*

Bray Jesse K

(Last) (First) (Middle)

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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

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(1)	10/01/2025		J		198,398	D	$0(2)(3)	0	D
Common Stock	10/01/2025		J		633,187	D	$0(2)(3)	0	I	By The Jesse K. Bray Living Trust

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
Performance Stock Units	(2)(3)	10/01/2025		J			639,930	(2)(3)	(2)(3)	Common Stock	639,930	$0(2)(3)	0	D

Explanation of Responses:

1. Represents a restricted stock unit ("RSU") award to the Reporting Person pursuant to Issuer's 2019 Omnibus Incentive Plan and is subject to the terms and conditions of the award agreement. Each RSU represents a contingent right to receive one share of Issuer's Common Stock.

2. 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 Issuer, Maverick Merger Subsidiary was merged with and into Issuer, with Issuer as the surviving corporation (the "Maverick Merger"), and, immediately following the effective time of the Maverick Merger (the "Maverick Effective Time"), Issuer was merged with and into Forward Merger Subsidiary, with Forward Merger Subsidiary as the surviving company. At the Maverick Effective Time, each share of Issuer's 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 (the "Exchange Ratio") of Class A common stock, par value $0.00001, of Rocket ("Rocket Stock"), and cash in lieu of fractional shares.

3. Pursuant to the Merger Agreement, at the effective time of the Maverick Effective Time, each outstanding RSU award granted by Issuer, including each performance-based RSU award, was converted into a time-based RSU award in respect of shares of Rocket Stock on the same vesting terms and conditions as were applicable to such award immediately prior to the Maverick Effective Time (achievement of performance conditions for performance-based RSU awards was determined prior to the Maverick Effective Time by the Compensation Committee of the Board of Directors of Issuer pursuant to the applicable equity plan and award agreements), with the number of shares of Rocket Stock determined by multiplying (x) the number of shares of Issuer's common stock subject to such RSU award immediately prior to the effective time of the Maverick Merger by (y) the Exchange Ratio.

Remarks:

IN CONNECTION WITH THE COMPLETION OF THE TRANSACTIONS NOTED IN FOOTNOTE 2, 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).
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FAQ

What did the Form 4 filed for COOP report?

The Form 4 reports that Jesse K. Bray disposed of 198,398 direct shares, 633,187 indirect shares, and 639,930 performance stock units on 10/01/2025, leaving 0 Issuer shares beneficially owned.

Why were the RSUs converted in the COOP Form 4?

Per the disclosed Merger Agreement, outstanding RSU awards were converted into time-based RSUs in Rocket stock using the 11 exchange ratio at the Maverick merger effective time.

What exchange ratio was applied to COOP shares in the merger?

Each pre-merger Issuer share was converted into the right to receive 11 shares of Rocket Companies, Inc. Class A common stock.

Does the Form 4 show any remaining Issuer shares for Jesse K. Bray?

No; the Form 4 shows 0 shares beneficially owned by the reporting person after the reported transactions.

Was the performance of RSUs determined before the merger?

Yes; the filing states performance conditions for performance-based RSUs were determined by the Issuer's Compensation Committee prior to the merger effective time.