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loanDepot (NYSE: LDI) restructures PSU award, grants 1.14M RSUs

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

loanDepot, Inc. updated equity awards for Chief Digital Officer Dominick Edilio Marchetti. On August 5, 2026, a prior grant of 393,081 performance share units tied to stock-price targets was cancelled and replaced with 393,081 restricted stock units vesting in three equal annual installments starting March 16, 2027. The compensation committee also approved an additional award of 750,000 RSUs, expected to be granted on September 15, 2026, vesting in two equal annual increments on the first and second anniversaries of that grant. Each PSU and RSU represents a contingent right to receive one share of Class A Common Stock at settlement.

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Insider Marchetti Dominick Edilio
Role Chief Digital Officer
Type Security Shares Price Value
Disposition Performance Share Units F1, F2 393,081 $0.00 $0.00
Grant/Award Restricted Stock Units F3, F2 393,081 $0.00 $0.00
Grant/Award Restricted Stock Units F4, F5 750,000 $0.00 $0.00
Holdings After Transaction: Performance Share Units — 0 shares (Direct); Restricted Stock Units — 1,143,081 shares (Direct)
Footnotes (5)
  1. F1. Each performance restricted stock unit ("PSU") represented a contingent right to receive one share of the issuer's Class A Common Stock. The PSUs were originally subject to vesting upon the issuer's Class A Common Stock achieving specified prices per share.
  2. F2. On August 5, 2026, the issuer's compensation committee amended the terms of the PSUs originally granted to the reporting person on March 16, 2026, to modify the PSU award to provide for ratable vesting over a three-year period, exclusively based on the reporting person's continuous services. For Form 4 reporting purposes, the amendment is reported as the cancellation of the original PSUs and the concurrent grant of replacement restricted stock units ("RSUs").
  3. F3. Each RSU represents a contingent right to receive, at settlement, one share of the issuer's Class A Common Stock. The RSUs vest in three equal annual increments commencing March 16, 2027, the first anniversary of the original PSU grant.
  4. F4. Each RSU represents a contingent right to receive, at settlement, one share of the issuer's Class A Common Stock. The RSUs vest in two equal annual increments on the first and second anniversaries of the grant date, which is expected to be September 15, 2026.
  5. F5. The transaction date is the date that the RSU terms were approved by the issuer's compensation committee. The RSUs are expected to be granted on September 15, 2026.
Cancelled PSUs 393,081 units Performance share units returned to issuer on August 5, 2026
Replacement RSUs 393,081 units RSUs granted in exchange for cancelled PSUs, vesting over three years
Additional RSU award 750,000 units RSUs expected to be granted on September 15, 2026 in two annual tranches
Original PSU expiration March 16, 2029 Stated expiration date for the cancelled PSU award
Replacement RSU vesting start March 16, 2027 First vesting date for 393,081 replacement RSUs
Performance Share Units financial
"Each performance share unit ("PSU") represented a contingent right to receive one share"
Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.
restricted stock units financial
"concurrent grant of replacement restricted stock units ("RSUs")"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
ratable vesting financial
"to modify the PSU award to provide for ratable vesting over a three-year period"
contingent right to receive financial
"Each RSU represents a contingent right to receive, at settlement, one share"

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FAQ

What equity awards did loanDepot (LDI) change for its Chief Digital Officer?
loanDepot cancelled 393,081 performance share units and granted 393,081 replacement RSUs vesting over three years, plus approved an additional 750,000 RSU award. Each unit represents a contingent right to receive one Class A Common Share.

Why were loanDepot (LDI) performance share units for the CDO reported as a disposition?
The 393,081 PSUs originally depended on meeting stock-price hurdles. On August 5, 2026 they were treated as cancelled and returned to the issuer, and concurrently replaced with an equal number of time-based RSUs for Form 4 reporting purposes.

What is the vesting schedule for the new loanDepot (LDI) RSUs granted as PSU replacements?
The 393,081 replacement RSUs vest in three equal annual increments beginning March 16, 2027, the first anniversary of the original PSU grant. Vesting depends on the executive’s continuous service rather than future stock-price targets.

What are the terms of the additional 750,000 RSUs approved by loanDepot (LDI)?
An extra 750,000 RSUs is expected to be granted on September 15, 2026. These RSUs vest in two equal annual installments on the first and second anniversaries of that grant date, with each RSU settling into one share of Class A Common Stock.

How does the Form 4 transaction date relate to the new RSU grant at loanDepot (LDI)?
The August 5, 2026 transaction date reflects when the compensation committee approved the RSU terms. The Form 4 notes the 750,000 RSUs are expected to be formally granted on September 15, 2026, aligning with the vesting schedule’s start.
SEC Form 4
FORM 4UNITED 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
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*
Marchetti Dominick Edilio
(Last)(First)(Middle)
6561 IRVINE CENTER DRIVE
(Street)
IRVINE CALIFORNIA 92618
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
loanDepot, Inc. [ LDI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Digital Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/05/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Share Units(1)08/05/2026D(2)393,081 (1)03/16/2029Class A Common Stock393,081$0(2)0D
Restricted Stock Units(3)08/05/2026A(2)393,081 (3) (3)Class A Common Stock393,081$0393,081D
Restricted Stock Units(4)08/05/2026(5)A750,000 (4) (4)Class A Common Stock750,000$0750,000D
Explanation of Responses:
1. Each performance restricted stock unit ("PSU") represented a contingent right to receive one share of the issuer's Class A Common Stock. The PSUs were originally subject to vesting upon the issuer's Class A Common Stock achieving specified prices per share.
2. On August 5, 2026, the issuer's compensation committee amended the terms of the PSUs originally granted to the reporting person on March 16, 2026, to modify the PSU award to provide for ratable vesting over a three-year period, exclusively based on the reporting person's continuous services. For Form 4 reporting purposes, the amendment is reported as the cancellation of the original PSUs and the concurrent grant of replacement restricted stock units ("RSUs").
3. Each RSU represents a contingent right to receive, at settlement, one share of the issuer's Class A Common Stock. The RSUs vest in three equal annual increments commencing March 16, 2027, the first anniversary of the original PSU grant.
4. Each RSU represents a contingent right to receive, at settlement, one share of the issuer's Class A Common Stock. The RSUs vest in two equal annual increments on the first and second anniversaries of the grant date, which is expected to be September 15, 2026.
5. The transaction date is the date that the RSU terms were approved by the issuer's compensation committee. The RSUs are expected to be granted on September 15, 2026.
Remarks:
/s/ Greg L. Smith, as Attorney-in-Fact for Dominick Edilio Marchetti08/07/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR