Guild Holdings (GHLD) Insider Filing: 97 Dividend Equivalent Units Credited to Director

Rhea-AI Filing Summary

Gioia Messinger, a director of Guild Holdings Co (GHLD), reported a non-derivative acquisition on 09/02/2025. The filing discloses the acquisition of 97 Class A common stock units at a price of $0, representing dividend equivalent units (DEUs) paid on outstanding restricted stock units (RSUs). After the reported transaction, Messinger directly beneficially owned 35,738 shares. The form is signed by an attorney-in-fact on behalf of Messinger on 09/04/2025. The DEUs are subject to the same terms as the underlying RSUs, per the filer’s explanation.

Positive

• Dividend equivalent units (DEUs) were credited to the reporting person, preserving value of existing RSU awards
• Direct beneficial ownership reported as 35,738 shares, providing transparency on insider holdings

Negative

• None.

Insights

Securities Analyst

TL;DR: Small non-cash acquisition of 97 DEUs on RSUs increases direct ownership to 35,738 shares; immaterial to firm valuation.

The Form 4 reports a routine issuance of 97 dividend equivalent units credited on outstanding RSUs, recorded as an acquisition at $0. This is a non-cash, administrative transaction that preserves the economic equivalence of RSU holdings rather than an open-market purchase or sale. The filing confirms direct beneficial ownership of 35,738 shares following the credit. Given the small size of the issuance relative to typical outstanding shares of a public company, this transaction is unlikely to be material to GHLD’s capitalization or investor outlook.

Governance & Compensation Specialist

TL;DR: Transaction reflects standard compensation mechanics—DEUs credited on RSUs—no change in compensation policy disclosed.

The disclosure indicates dividend equivalent units were paid on RSUs and adopt the same terms as the underlying awards, which is consistent with common executive compensation practices. The Form 4 does not show any exercised options, cash purchases, plan amendments, or changes to award terms beyond the stated DEU credit. The signature by an attorney-in-fact documents proper execution of the filing.

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Messinger Gioia

(Last) (First) (Middle)

5887 COPLEY DRIVE

(Street)

SAN DIEGO CA 92111

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Guild Holdings Co [ GHLD ]

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)
09/02/2025

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
Class A Common Stock	09/02/2025		A		97	A	$0	35,738(1)	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. Represents dividend equivalent units ("DEUs") paid on outstanding RSUs. The DEUs are subject to the same terms as the underlying RSUs.

	Bella Guerrero, Attorney-in-Fact for Gioia Messinger	09/04/2025
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did Gioia Messinger report on Form 4 for GHLD?

The Form 4 reports an acquisition of 97 Class A common stock units on 09/02/2025, recorded at a price of $0 representing dividend equivalent units on RSUs.

How many GHLD shares does Gioia Messinger beneficially own after the transaction?

Following the reported transaction, Messinger directly beneficially owned 35,738 shares.

What are the 97 units credited to the reporting person?

The filer explains these 97 units are dividend equivalent units (DEUs) paid on outstanding RSUs and are subject to the same terms as the underlying RSUs.

Was the Form 4 signature filed by the reporting person?

The Form 4 was signed by Bella Guerrero, Attorney-in-Fact for Gioia Messinger on 09/04/2025.

Did the filing report any exercised options or cash purchases?

No. The filing only reports the crediting of DEUs on RSUs (acquisition at $0); there is no exercise or cash purchase disclosed.