Guild Holdings (GHLD) Form 4: CEO Receives 3,183 DEUs on RSUs

Rhea-AI Filing Summary

Terry Lynn Schmidt, identified as a Director, CEO and 10% owner of Guild Holdings Co (GHLD), reported a non‑cash acquisition of Class A common stock on 09/02/2025. The filing shows 3,183 shares were recorded as acquired at a price of $0, representing dividend equivalent units (DEUs) paid on outstanding restricted stock units (RSUs). Following the transaction, Schmidt beneficially owns 2,878,514 shares. The DEUs are stated to be subject to the same terms as the underlying RSUs. The form is signed by an attorney‑in‑fact on 09/04/2025.

Positive

• Insider ownership increased to 2,878,514 shares after the reported DEUs, maintaining executive alignment with shareholders
• Transaction disclosed as DEUs on RSUs, indicating compensation was formalized and documented under the same terms as the underlying awards
• No sales were reported in this filing, so there is no reduction in reported insider holdings on this date

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Insider received DEUs on RSUs, increasing reported holdings to 2.88M shares; transaction appears to be compensation-related and non‑cash.

The report documents a routine compensation settlement rather than an open‑market purchase or sale: 3,183 shares were recorded as acquired at no cash price and are explained as dividend equivalent units tied to existing RSUs. That structure typically preserves the economic alignment of an executive with long‑term equity incentives. The filing contains no indication of sales, pledges, or hedging arrangements.

Securities Analyst

TL;DR: Transaction increases insider's reported beneficial ownership to 2,878,514 shares via DEUs; immaterial trading activity disclosed.

The Form 4 discloses 3,183 Class A shares credited as DEUs on RSUs and a resulting beneficial ownership figure of 2,878,514 shares. Because the acquisition is described as DEUs with a $0 price, it reflects compensation mechanics rather than market trading. The filing provides clear, specific counts and dates, enabling investors to update insider holdings records accurately.

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

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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^*

Schmidt Terry Lynn

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

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		3,183	A	$0	2,878,514(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 Terry Lynn Schmidt	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 did Terry Lynn Schmidt report in the Form 4 for GHLD?

The Form 4 reports an acquisition of 3,183 Class A shares recorded as dividend equivalent units (DEUs) on RSUs, dated 09/02/2025, with beneficial ownership of 2,878,514 shares following the transaction.

Was cash paid for the shares reported on GHLD Form 4?

No. The filing shows a $0 price and explains the shares as DEUs paid on outstanding RSUs, indicating a non‑cash compensation settlement.

What is the nature of the DEUs reported on the GHLD Form 4?

The DEUs are dividend equivalent units paid on outstanding RSUs and are subject to the same terms as the underlying restricted stock units, per the explanation in the filing.

When was the transaction and when was the Form 4 signed for GHLD?

The transaction date is 09/02/2025 and the Form 4 was signed by an attorney‑in‑fact on 09/04/2025.

Does the Form 4 for GHLD show any sales or disposals by the reporting person?

No. The filing only reports an acquisition of 3,183 shares as DEUs and lists no disposals.