Open Lending (LPRO) awards 102K RSUs to Chief Underwriting Officer

Rhea-AI Filing Summary

Open Lending Corp reported that Chief Underwriting Officer Matthew Sather acquired 102,028 restricted stock units (RSUs) as a grant or award. Each RSU represents a contingent right to receive one share of LPRO common stock.

These RSUs vest in four equal annual installments beginning on March 15, 2027, meaning the executive receives the underlying shares over time rather than immediately. Following this grant, Sather now holds 191,926 RSUs directly.

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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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^*

Sather Matthew

(Last) (First) (Middle)

C/O OPEN LENDING CORPORATION

1501 S. MOPAC EXPRESSWAY, SUITE 450

(Street)

AUSTIN TX 78746

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Open Lending Corp [ LPRO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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

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)	02/18/2026		A		102,028		(2)	(2)	Common Stock, par value $0.01 per share	102,028	$0	191,926	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of LPRO common stock.

2. These restricted stock units vest in four equal annual installments beginning on March 15, 2027.

Remarks:

	/s/ Ben Massey, as Attorney-in-Fact	02/20/2026
	** 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.

FAQ

What insider transaction did Open Lending (LPRO) report for Matthew Sather?

Open Lending reported that Chief Underwriting Officer Matthew Sather received a grant of 102,028 restricted stock units. The award is part of his compensation and increases his total directly held RSUs to 191,926, aligning his interests more closely with the company’s long-term performance.

How many restricted stock units were granted to the Open Lending (LPRO) executive?

Matthew Sather was granted 102,028 restricted stock units. Each unit represents a contingent right to receive one share of Open Lending common stock, subject to future vesting conditions that determine when he actually receives the underlying shares over time.

When do the newly granted LPRO restricted stock units vest for Matthew Sather?

The 102,028 restricted stock units vest in four equal annual installments starting March 15, 2027. This schedule spreads the delivery of shares over several years, encouraging long-term retention and performance rather than providing all benefits immediately at the grant date.

What is Matthew Sather’s total Open Lending (LPRO) RSU holding after this grant?

After this grant, Matthew Sather holds 191,926 restricted stock units. This figure reflects his direct derivative ownership reported in the filing and represents potential future Open Lending common shares, subject to the specified vesting schedule and any applicable service or performance conditions.

Does the Form 4 show an open-market buy or sell of LPRO shares?

The Form 4 does not show an open-market buy or sell; it records a grant of restricted stock units. The transaction code indicates a grant or award acquisition, meaning the executive received equity-based compensation rather than purchasing or selling shares on the open market.

What does each Open Lending (LPRO) restricted stock unit represent in this Form 4?

Each restricted stock unit represents a contingent right to receive one share of Open Lending common stock. The units convert into actual shares only as they vest over time, according to the four-year schedule beginning March 15, 2027, described in the reported award.