PMT CFO Perotti covers RSU taxes with share withholding in Form 4

Rhea-AI Filing Summary

PennyMac Mortgage Investment Trust Chief Financial Officer Daniel Perotti reported a routine tax-withholding transaction related to equity compensation. On March 12, 2026, 2,658 Common Shares of beneficial interest were withheld at a price of $11.89 per share to cover taxes upon the vesting of restricted share units. This was not an open-market sale or purchase.

Following the withholding, Perotti directly owned 53,277 Common Shares of beneficial interest, which include 34,372 restricted share units and 18,905 Common Shares to be or already settled in stock upon vesting. He also had an indirect holding of 99,654 Common Shares of beneficial interest through The Perotti Family Trust.

Insights

Equity compensation and insider-transactions analyst

Filing shows routine tax withholding on vested RSUs, not a market sale.

The transaction involves 2,658 Common Shares of beneficial interest withheld at $11.89 per share to satisfy tax obligations when restricted share units vested. Code F and the footnote make clear this is a mechanical tax payment using shares, rather than a discretionary trade.

After the event, Daniel Perotti held 53,277 Common Shares directly, made up of 34,372 restricted share units and 18,905 Common Shares, along with 99,654 Common Shares indirectly via The Perotti Family Trust. Because no open-market buying or selling occurred and substantial equity exposure remains, this filing is best viewed as routine compensation administration rather than a signal of changing sentiment.

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^*

Perotti Daniel Stanley

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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 Shares of Beneficial Interest	03/12/2026		F		2,658(1)	D	$11.89	53,277(2)	D
Common Shares of Beneficial Interest								99,654	I	The Perotti Family 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. Represents shares withheld for taxes upon vesting of restricted share units.

2. The reported amount consists of 34,372 restricted share units and 18,905 Common Shares of beneficial interest. The restricted share units are to be settled in an equal number of Common Shares of beneficial interest upon vesting.

	/s/ Derek W. Stark, attorney-in-fact for Mr. Perotti	03/16/2026
	** 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 PMT CFO Daniel Perotti report on this Form 4?

Daniel Perotti reported a tax-withholding disposition of 2,658 Common Shares of beneficial interest at $11.89 per share. The shares were withheld to pay taxes due upon the vesting of restricted share units, rather than sold in the open market.

Was the PMT Form 4 filing for Daniel Perotti a stock sale or a tax withholding event?

The Form 4 reflects a tax withholding event, not an open-market stock sale. Shares were withheld to cover tax liabilities triggered when restricted share units vested, as indicated by transaction code F and the accompanying footnote explanation.

How many PMT shares does CFO Daniel Perotti hold after the reported Form 4 transaction?

After the transaction, Daniel Perotti directly held 53,277 Common Shares of beneficial interest, consisting of restricted share units and Common Shares. He also had an indirect position of 99,654 Common Shares of beneficial interest held through The Perotti Family Trust, as disclosed in the filing.

What does the footnote about restricted share units mean in the PMT Form 4 for Daniel Perotti?

The footnote explains that the reported direct holdings include 34,372 restricted share units and 18,905 Common Shares of beneficial interest. The restricted share units will settle in an equal number of Common Shares of beneficial interest when they vest, increasing his deliverable stock at that time.

How many PMT shares were used for tax withholding in Daniel Perotti’s Form 4 filing?

The filing shows 2,658 Common Shares of beneficial interest were withheld for tax purposes. These shares were valued at $11.89 per share and were used to satisfy tax obligations arising from the vesting of restricted share units granted as part of Perotti’s compensation.