Parthenon affiliate converts 49,214 RSUs into loanDepot (LDI) Class A stock

Rhea-AI Filing Summary

loanDepot, Inc. insiders associated with Parthenon Capital reported the exercise of 49,214 Restricted Stock Units (RSUs), converting them into the same number of shares of Class A Common Stock at a stated price of $0.00 per share. These transactions are coded as derivative exercises and are reported as indirect holdings, with the RSUs held for the benefit of PCP Managers, L.P. pursuant to prior agreements. Following the exercise, indirect holdings reported for one entity total 103,557,072 Class A shares, while a separate indirect entry shows 2,500 Class A shares held of record by the father of director Brian Golson, which he oversees. The reporting persons expressly disclaim beneficial ownership of the securities except to the extent of their pecuniary interests.

Insights

Equity compensation & governance analyst

Routine RSU vesting and conversion into common shares, with indirect ownership and disclaimers.

The filing shows 49,214 RSUs converting into the same number of loanDepot Class A shares at a stated price of $0.00 per share. This is a standard equity compensation event, coded as an exercise of a derivative security rather than an open-market trade.

The RSUs are held for the benefit of PCP Managers, L.P., an affiliate of Parthenon Capital, with directors Golson and Dodson serving under assignment agreements. Footnotes emphasize that the reporting persons disclaim beneficial ownership except for their pecuniary interests, and that one 2,500-share position is held of record by Golson’s father.

Because there are no reported sales and no remaining derivative positions in the derivativeSummary, this looks like a completed vesting-and-conversion step into indirect common share holdings. From an investor’s standpoint, this is a routine, compensation-related adjustment to the ownership structure, rather than a directional bet on the stock.

Insider Trade Summary

49,214 shares exercised/converted

Mixed 3 txns

Insider PCP MANAGERS GP, LLC, Golson Brian P., Dodson Andrew C, PCP MANAGERS, L.P.

Role null | null | null | null

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	49,214	$0.00	--
Exercise	Class A Common Stock	49,214	$0.00	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Indirect, See Footnotes); Class A Common Stock — 103,557,072 shares (Indirect, See Footnotes)

Footnotes (1)

1. Each restricted stock unit ("RSU") represents a contingent right to receive, at settlement, one share of Class A Common Stock or, at the option of the Compensation Committee, the cash value of one share of Class A Common Stock. Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4. PCP Managers GP, LLC is the general partner of PCP Managers, L.P, an affiliate of Parthenon Capital Partners ("Parthenon Capital"). Mr. Golson is the Co-CEO and Managing Partner at Parthenon Capital and Mr. Dodson is a Managing Partner at Parthenon Capital. PCP Managers GP, LLC and certain of the reporting persons and their affiliates may be deemed to beneficially own the reported securities. Pursuant to Assignment and Acknowledgement Agreements, dated as of May 6, 2021, Messrs. Golson and Dodson serve as directors of the Issuer (the "Directors") and hold the RSUs for the benefit of PCP Managers, L.P. The Directors disclaim all right, title and interest in the RSUs. Mr. Golson oversees the reported LDI shares held of record by his father.

Key Figures

RSUs converted: 49,214 units Shares acquired from RSUs: 49,214 shares Exercise price: $0.00 per share +3 more

6 metrics

RSUs converted 49,214 units Restricted Stock Units exercised into Class A Common Stock

Shares acquired from RSUs 49,214 shares Class A Common Stock received on RSU conversion

Exercise price $0.00 per share Stated transaction price for RSU conversion

Indirect Class A holdings 103,557,072 shares Total indirect Class A Common Stock after transaction for one entry

Family-held shares 2,500 shares Class A shares held of record by Brian Golson’s father

Remaining RSUs 0 units Restricted Stock Units position after conversion

Key Terms

Restricted Stock Units, pecuniary interests, beneficial ownership, indirect ownership, +1 more

5 terms

Restricted Stock Units financial

"Each restricted stock unit ("RSU") represents a contingent right to receive, at settlement, one share of Class A Common Stock..."

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.

pecuniary interests financial

"disclaims beneficial ownership ... except to the extent of their respective pecuniary interests therein"

beneficial ownership financial

"may be deemed to beneficially own the reported securities"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

indirect ownership financial

"total_shares_following_transaction ... direct_or_indirect: "I", nature_of_ownership: "See Footnotes""

derivative security financial

"transaction_code_description: "Exercise or conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

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Form 4 Insider Transactions: What Each Field Means →

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
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^*

PCP MANAGERS GP, LLC

(Last) (First) (Middle)

FOUR EMBARCADERO CENTER

SUITE 3610

(Street)

SAN FRANCISCO CALIFORNIA 94111

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	05/29/2026		M		49,214	A	(1)	103,557,072	I	See Footnotes(2)(3)(4)
Class A Common Stock								2,500	I	By Brian Golson's father(5)

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
Restricted Stock Units	(1)	05/29/2026		M			49,214	(1)	(1)	Class A Common Stock	49,214	$0	0	I	See Footnotes(2)(3)(4)

1. Name and Address of Reporting Person^*

PCP MANAGERS GP, LLC

(Last) (First) (Middle)

FOUR EMBARCADERO CENTER

SUITE 3610

(Street)

SAN FRANCISCO CALIFORNIA 94111

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Golson Brian P.

(Last) (First) (Middle)

FOUR EMBARCADERO CENTER

SUITE 3610

(Street)

SAN FRANCISCO CALIFORNIA 94111

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Dodson Andrew C

(Last) (First) (Middle)

FOUR EMBARCADERO CENTER

SUITE 3610

(Street)

SAN FRANCISCO CALIFORNIA 94111

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

PCP MANAGERS, L.P.

(Last) (First) (Middle)

FOUR EMBARCADERO CENTER

SUITE 3610

(Street)

SAN FRANCISCO CALIFORNIA 94111

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. Each restricted stock unit ("RSU") represents a contingent right to receive, at settlement, one share of Class A Common Stock or, at the option of the Compensation Committee, the cash value of one share of Class A Common Stock.

2. Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.

3. PCP Managers GP, LLC is the general partner of PCP Managers, L.P, an affiliate of Parthenon Capital Partners ("Parthenon Capital"). Mr. Golson is the Co-CEO and Managing Partner at Parthenon Capital and Mr. Dodson is a Managing Partner at Parthenon Capital. PCP Managers GP, LLC and certain of the reporting persons and their affiliates may be deemed to beneficially own the reported securities.

4. Pursuant to Assignment and Acknowledgement Agreements, dated as of May 6, 2021, Messrs. Golson and Dodson serve as directors of the Issuer (the "Directors") and hold the RSUs for the benefit of PCP Managers, L.P. The Directors disclaim all right, title and interest in the RSUs.

5. Mr. Golson oversees the reported LDI shares held of record by his father.

Remarks:

	/s/ Greg Smith, as Attorney-in-Fact for Andrew C. Dodson	06/02/2026
	/s/ Greg Smith, as Attorney-in-Fact for Brian P. Golson	06/02/2026
	/s/ Greg Smith, as Attorney-in-Fact for Joseph Taveira, Chief Financial Officer of PCP Managers GP, LLC and PCP Managers, L.P.	06/02/2026
	** 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).
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)

FAQ

What insider transaction did loanDepot (LDI) report in this Form 4?

loanDepot reported that affiliates of Parthenon Capital exercised 49,214 Restricted Stock Units, converting them into 49,214 Class A Common shares at a stated price of $0.00 per share. This reflects equity compensation vesting, not an open-market purchase or sale.

Did insiders buy or sell loanDepot (LDI) shares on the open market in this filing?

No open-market buys or sells are reported. The filing shows derivative exercises where 49,214 RSUs convert into Class A Common Stock at $0.00 per share. These are compensation-related conversions, not market transactions, and no sale code appears in the data.

How many loanDepot (LDI) shares are indirectly held after the RSU conversion?

After the RSU conversion, one indirect entry shows 103,557,072 Class A Common shares held. Another indirect holding shows 2,500 shares held of record by director Brian Golson’s father, which he oversees, according to the filing details and footnotes.

Who ultimately benefits from the RSUs reported in the loanDepot (LDI) Form 4?

The RSUs are held for the benefit of PCP Managers, L.P., an affiliate of Parthenon Capital. Directors Brian Golson and Andrew Dodson serve under assignment agreements and disclaim personal rights in the RSUs beyond any pecuniary interests described in the footnotes.

What does the beneficial ownership disclaimer mean in this loanDepot (LDI) Form 4?

The filing states each reporting person expressly disclaims beneficial ownership of the reported equity securities except to the extent of their pecuniary interests. This means they do not concede full ownership, focusing instead on their economic stake rather than full voting or investment control.

Are there any remaining RSUs after this loanDepot (LDI) transaction?

The derivative position for 49,214 Restricted Stock Units shows 0.0000 units following the transaction, indicating those RSUs were fully converted into Class A Common Stock. The derivativeSummary is empty, suggesting no remaining RSUs are visible in this particular filing.