PennyMac Mortgage (NYSE: PMT) officer details PSU vesting and new RSU grant

Rhea-AI Filing Summary

PennyMac Mortgage Investment Trust’s Chief Capital Markets Officer, Mark Elbaum, reported equity compensation activity involving performance-based units and common shares. On February 23, 2026, 3,085 performance-based restricted share units vested and were converted into an equal number of common shares, reflecting a 79.2% payout for the 2025 performance period.

Of these shares, 1,208 common shares were withheld at $12.2900 per share to cover taxes. Elbaum also received a new grant of 18,518 restricted stock units that will vest in three equal installments and settle in common stock. Following these transactions, his reported holdings consist of 28,085 restricted stock units and 1,877 common shares of beneficial interest.

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

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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^*

ELBAUM MARK

(Last) (First) (Middle)

C/O PENNYMAC MORTGAGE INVESTMENT TRUST

3043 TOWNSGATE ROAD

(Street)

WESTLAKE VILLAGE CA 91361

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PennyMac Mortgage Investment Trust [ PMT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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 Shares of Beneficial Interest	02/23/2026		M		3,085(1)	A	$0	12,652	D
Common Shares of Beneficial Interest	02/23/2026		F		1,208(2)	D	$12.29	11,444	D
Common Shares of Beneficial Interest	02/23/2026		A		18,518(3)	A	$0	29,962(4)	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
Performance-Based Restricted Share Units	(1)	02/23/2026		A		3,085		(1)	(1)	Common Shares of Beneficial Interest	3,085	$0	3,085	D
Performance-Based Restricted Share Units	(1)	02/23/2026		M			3,085	(1)	(1)	Common Shares of Beneficial Interest	3,085	$0	0	D

Explanation of Responses:

1. This performance-based restricted share unit (PSU) award was granted on February 24, 2025 and may vest in three equal installments subject to the satisfaction of certain performance based criteria for each of the fiscal years ending 2025, 2026 and 2027. The PSU vested as to one-third on February 23, 2026 and the payout of common shares of beneficial interest pursuant to the PSU award for the 2025 fiscal year was determined based on a return on equity and relative total stockholder return for the period of January 1, 2025 through December 31, 2025 resulting in a payout of 79.2%.

2. Represents shares withheld for taxes upon vesting of performance-based restricted stock units.

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

4. The reported amount consists of 28,085 restricted stock units and 1,877 shares of Common Shares of Beneficial Interest. 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. Elbaum	02/25/2026
	** 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).
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FAQ

What did PMT executive Mark Elbaum report in this Form 4?

Mark Elbaum reported equity compensation activity including vesting of performance-based units, tax withholding, and a new restricted stock unit grant. The filing details how many units vested, how many shares were withheld for taxes, and his resulting mix of restricted stock units and common shares.

How many PennyMac Mortgage (PMT) performance units vested for Mark Elbaum?

3,085 performance-based restricted share units vested for Mark Elbaum. These units, tied to 2025 performance, converted into an equal number of common shares after achieving a 79.2% payout based on return on equity and relative total stockholder return over the 2025 fiscal year.

Why were 1,208 PMT shares withheld in Mark Elbaum’s Form 4?

1,208 common shares were withheld to cover taxes upon vesting of performance-based restricted stock units. The shares were valued at $12.2900 each, and this tax-withholding disposition reduced the number of shares Elbaum directly held after the vesting and conversion of the performance units.

What new PennyMac Mortgage restricted stock units did Mark Elbaum receive?

Mark Elbaum received a grant of 18,518 restricted stock units. According to the disclosure, these units vest in three equal installments starting on the first anniversary of the grant date and will be settled in an equal number of common shares upon each vesting event.

What are Mark Elbaum’s reported PMT equity holdings after these transactions?

After the transactions, Elbaum’s reported holdings total 29,962 units and shares. A footnote explains this consists of 28,085 restricted stock units and 1,877 common shares of beneficial interest, all of which are expected to settle in common stock when the units vest.

How was the 79.2% payout for PMT performance units determined?

The 79.2% payout was based on 2025 performance. The company evaluated return on equity and relative total stockholder return from January 1, 2025 through December 31, 2025, and this performance outcome determined the portion of the performance-based restricted share units that ultimately vested.