PennyMac (NYSE: PFSI) CLO granted RSUs and long-term stock options

Rhea-AI Filing Summary

PennyMac Financial Services Chief Legal Officer Derek Stark reported new equity awards. On February 12, 2026, he acquired 3,142 shares of Common Stock at $0, representing a grant of restricted stock units that will vest in three equal annual installments starting one year after the grant date.

Following this grant, Stark beneficially owns 23,763 Common Stock-related units, consisting of 8,763 restricted stock units and 15,000 shares of Common Stock, all held directly. He was also granted a nonstatutory stock option for 7,981 shares with a $91.49 exercise price. This option vests one-third each on February 12, 2027, 2028 and 2029 and expires on February 11, 2036, subject to his continued service.

Insights

Equity Compensation Analyst

Routine equity grants increase the CLO’s long-term, stock-based compensation.

The filing shows Derek Stark, Chief Legal Officer of PennyMac Financial Services, receiving time-based restricted stock units and a nonstatutory stock option. Both awards are structured with multi-year vesting, tying his compensation more closely to the company’s long-term share performance.

The 3,142 restricted stock units vest in three equal installments beginning one year from grant, while the 7,981-share option with a $91.49 exercise price vests in thirds on February 12, 2027, 2028 and 2029. These are standard incentive awards, so the overall impact on shareholders appears modest and primarily governance- and retention-focused rather than thesis-changing.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider STARK DEREK

Role Chief Legal Officer

Type	Security	Shares	Price	Value
Grant/Award	Nonstatutory Stock Option (Right to Buy)	7,981	$0.00	--
Grant/Award	Common Stock	3,142	$0.00	--

Holdings After Transaction: Nonstatutory Stock Option (Right to Buy) — 7,981 shares (Direct); Common Stock — 23,763 shares (Direct)

Footnotes (1)

1. The Reporting Person was granted restricted stock units, which will vest in three equal installments beginning on the first anniversary of the date of grant, are to be settled in an equal number of shares of Common Stock upon vesting. The reported amount consists of 8,763 restricted stock units and 15,000 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting. This nonstatutory stock option to purchase 7,981 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of February 12, 2027, 2028 and 2029, subject to the Reporting Person's continued service through each date.

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^*

STARK DEREK

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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
Common Stock	02/12/2026		A		3,142(1)	A	$0	23,763(2)	D

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
Nonstatutory Stock Option (Right to Buy)	$91.49	02/12/2026		A		7,981		02/12/2027(3)	02/11/2036	Common Stock	7,981	$0	7,981	D

Explanation of Responses:

1. The Reporting Person was granted restricted stock units, which will vest in three equal installments beginning on the first anniversary of the date of grant, are to be settled in an equal number of shares of Common Stock upon vesting.

2. The reported amount consists of 8,763 restricted stock units and 15,000 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

3. This nonstatutory stock option to purchase 7,981 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of February 12, 2027, 2028 and 2029, subject to the Reporting Person's continued service through each date.

	/s/ Derek Stark	02/17/2026
	** 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 equity awards did PennyMac (PFSI) Chief Legal Officer Derek Stark receive?

Derek Stark received 3,142 restricted stock units and a nonstatutory stock option for 7,981 shares. The RSUs settle in Common Stock upon vesting, while the option has a $91.49 exercise price and long-term vesting, aligning compensation with company performance.

How do the new restricted stock units for PFSI’s CLO vest?

The 3,142 restricted stock units vest in three equal installments, starting on the first anniversary of the February 12, 2026 grant. Each installment is settled in an equal number of PennyMac Common Stock shares, assuming Derek Stark continues to satisfy service conditions.

What are the key terms of Derek Stark’s new stock option at PennyMac (PFSI)?

The nonstatutory stock option covers 7,981 PennyMac Common Stock shares at a $91.49 exercise price. It vests in three equal parts on February 12, 2027, 2028 and 2029, and expires February 11, 2036, conditioned on Stark’s continued service with the company.

How many PennyMac shares and units does Derek Stark own after this Form 4?

After the reported transactions, Derek Stark beneficially owns 23,763 Common Stock-related interests. This total consists of 8,763 restricted stock units plus 15,000 shares of PennyMac Common Stock, all held directly, reflecting his combined equity exposure to the company.

Was Derek Stark’s Form 4 transaction a stock purchase or a grant at PennyMac (PFSI)?

The Form 4 reflects equity grants, not open-market purchases. Both the 3,142 restricted stock units and the 7,981-share nonstatutory stock option were acquired at a price of $0 as compensation awards, rather than bought on the market for cash consideration.

Does the new PennyMac (PFSI) stock option grant vest immediately?

The stock option does not vest immediately. It vests over three years, with one-third of the 7,981 optioned shares vesting on each of February 12, 2027, 2028 and 2029, provided Derek Stark continues to serve the company through each vesting date.