PennyMac (PFSI) Insider Ownership Rises to 258k Shares After Equity Grant

Rhea-AI Filing Summary

PennyMac Financial Services, Inc. (PFSI) – Form 4 filing: Director Joseph F. Mazzella reported the receipt of 294 common shares on 07/24/2025 at an average price of $100.92 per share. The shares were issued in lieu of quarterly cash compensation and are exempt under Rule 16b-3.

Following the transaction, Mazzella’s direct holdings rise to 93,157 shares (comprised of 91,610 common shares and 1,547 RSUs). He also maintains 165,031 shares indirectly through the Mazzella Family Irrevocable Trust, bringing his total reported beneficial ownership to roughly 258 k shares. No derivatives were transacted. The filing represents routine director compensation rather than an open-market purchase or sale, so its market impact is likely limited but it does add marginally to insider ownership.

Positive

• Director accepted equity in lieu of cash, modestly improving alignment between board incentives and shareholder value
• Total insider ownership increased to approximately 258,000 shares, demonstrating sustained commitment

Negative

• Transaction size is minimal (only 294 shares), offering limited insight into insider sentiment
• No open-market purchase; shares were granted, so the signal strength is weak

Insights

Equity Analyst

TL;DR: Routine stock-for-fees grant; negligible size, neutral impact.

The 294-share award (~$30k) is a standard director fee conversion, not a discretionary buy. Ownership now totals ~258k shares, implying material personal exposure but the incremental change is immaterial to PFSI’s float. The filing neither signals bullish conviction nor raises governance red flags. I view the event as neutral for valuation and sentiment.

Corporate Governance Specialist

TL;DR: Share-based compensation aligns director incentives; modestly positive optics.

Paying board fees in equity strengthens alignment with shareholder interests. Although the grant is small, Mazzella’s cumulative stake reinforces his long-term commitment. No preferential pricing or accelerated vesting is noted, indicating sound governance practices. Overall impact: governance positive, but financially immaterial.

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).

1. Name and Address of Reporting Person^*

MAZZELLA JOSEPH F

(Last) (First) (Middle)

C/O PENNYMAC FINANCIAL SERVICES, INC.

3043 TOWNSGATE ROAD

(Street)

WESTLAKE VILLAGE CA 91361

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PennyMac Financial Services, Inc. [ PFSI ]

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)
07/24/2025

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
Common Stock	07/24/2025		A		294(1)	A	$100.92	93,157(2)	D
Common Stock								165,031	I	Mazzella Family Irrevocable Trust

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. The Reporting Person received these shares in lieu of cash compensation payable for services rendered as a non-management director of Issuer during the previous quarter. The transaction is exempt under Rule 16b-3 of the Securities Exchange Act of 1934.

2. The reported amount consists of 1,547 restricted stock units and 91,610 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

	/s/ Derek W. Stark, attorney-in-fact for Mr. Mazzella	07/25/2025
	** 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 PFSI disclose in the latest Form 4?

Director Joseph F. Mazzella received 294 common shares on 07/24/2025 as equity compensation.

At what price were the PennyMac shares valued?

The shares were valued at $100.92 each, based on the compensation conversion rate.

How many PFSI shares does the director now own?

Mazzella directly owns 93,157 shares and indirectly controls 165,031 shares, totaling about 258k shares.

Was this an open-market insider purchase?

No. The shares were issued in lieu of cash fees under Rule 16b-3, not bought on the open market.

Does the filing affect PennyMac's outlook?

The event is routine and financially immaterial; it is unlikely to impact PFSI’s earnings or guidance.