Director-linked entity converts 147,130 loanDepot (LDI) Class C to Class B

Rhea-AI Filing Summary

loanDepot director-linked entity reports share class conversion

An entity associated with loanDepot director Dawn G. Lepore, Trilogy Management Investors Six, LLC, reported an automatic conversion of 147,130 shares of Class C Common Stock into 147,130 shares of Class B Common Stock at a price of $0 per share, leaving 147,130 Class B shares indirectly owned. Lepore reports only an indirect interest in a portion of these securities and disclaims beneficial ownership of the remainder held by Trilogy Six.

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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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^*

LEPORE DAWN G

(Last) (First) (Middle)

C/O LOANDEPOT, INC.

6561 IRVINE CENTER DRIVE

(Street)

IRVINE CA 92618

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
loanDepot, Inc. [ LDI ]

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)
02/11/2026

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 C Common Stock(1)	02/11/2026		C		147,130	D	$0	0	I	Trilogy Management Investors Six, LLC(2)
Class B Common Stock(1)	02/11/2026		C		147,130	A	$0	147,130	I	Trilogy Management Investors Six, LLC(2)

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
Common Units(1)	(3)							(3)	(3)	Class A Common Stock	147,130		147,130	I	Trilogy Management Investors Six, LLC(2)

Explanation of Responses:

1. In the reorganization transactions related to Issuer's IPO, shares of Issuer's Class C Common Stock, par value $0.001 ("Class C Common Stock"), were issued to certain holders of LD Holdings Group LLC ("LD Holdings") Class A Common Units ("Common Units") equal to the number of Common Units held by such holders. Pursuant to the Issuer's Amended and Restated Certificate of Incorporation, dated February 11, 2021, each outstanding share of Class C Common Stock, automatically and without further action on the part of the Issuer or the Reporting Person, converted into one fully paid and non-assessable share of Class B Common Stock, par value $0.001 ("Class B Common Stock"), on February 11, 2026. Shares of Class B Common Stock may be converted, together with the corresponding Common Units, for shares of the Issuer's Class A Common Stock, par value $0.001 ("Class A Common Stock") as described in footnote 3.

2. The Reporting Person has an indirect interest in a portion of the securities of the Class B Common Stock and the Common Units held by Trilogy Management Investors Six, LLC ("Trilogy Six"). The Reporting Person is disclosing only her indirect interest in these securities and disclaims beneficial ownership of all other securities held by Trilogy Six.

3. Pursuant to the Fourth Amended and Restated Limited Liability Company Agreement of LD Holdings, holders of Common Units may, subject to certain exceptions, from time to time require LD Holdings to redeem all or a portion of their Common Units (together with an equal number of shares of Class B Common Stock) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of Class A Common Stock on a one-for-one basis or a cash payment equal to an average market price of one share of Class A Common Stock for each Common Unit so redeemed.

Remarks:

	/s/ Greg Smith, as Attorney-in-Fact for Dawn G. Lepore	02/13/2026
	** 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 insider transaction did loanDepot (LDI) report for Dawn G. Lepore?

An entity associated with director Dawn G. Lepore reported an automatic conversion of 147,130 Class C shares into 147,130 Class B Common Stock at $0 per share. Lepore reports only an indirect interest in part of these securities held by Trilogy Management Investors Six, LLC.

Which entity holds the converted loanDepot (LDI) shares reported in this Form 4?

The converted shares are held by Trilogy Management Investors Six, LLC. Dawn G. Lepore reports an indirect interest in a portion of the Class B Common Stock and Common Units held by Trilogy Six and expressly disclaims beneficial ownership of all other securities owned by that entity.

How many loanDepot (LDI) shares were affected by the February 11, 2026 conversion?

A total of 147,130 shares of Class C Common Stock automatically converted into 147,130 shares of Class B Common Stock on February 11, 2026. Following the transaction, 147,130 Class B shares were reported as indirectly owned through Trilogy Management Investors Six, LLC.

Was the loanDepot (LDI) insider transaction a purchase or sale of shares?

The reported activity was a conversion of derivative securities, not a market purchase or sale. Class C shares automatically converted into Class B shares at $0 per share under loanDepot’s amended and restated certificate of incorporation, with no cash price paid in the transaction.

What rights do loanDepot (LDI) Common Units and Class B shares provide holders?

Holders of Common Units, together with an equal number of Class B shares, may require LD Holdings to redeem their units. At the issuer’s election, redemption can be in newly issued Class A Common Stock on a one-for-one basis or a cash payment based on average market price.

Why does Dawn G. Lepore disclaim full beneficial ownership of loanDepot (LDI) securities?

She states she has an indirect interest only in a portion of the Class B Common Stock and Common Units held by Trilogy Management Investors Six, LLC. She expressly disclaims beneficial ownership of all other securities owned by Trilogy Six beyond her reported indirect interest.