Rocket Companies Inc SEC Filings

This Amendment No. 4 to a Schedule 13D reports that ValueAct-related entities together hold 41,509,252 shares of Rocket Companies, Inc. (Class A), equal to approximately 4.3% of the company's Common Stock on the basis of 965,183,901 total shares. The aggregate purchase price for the shares held by ValueAct Capital Master Fund is reported as approximately $509,080,275.68. The filing states that 16,113,625 of these shares were acquired effective October 1, 2025 in connection with Rocket's acquisition of Mr. Cooper, which increased ValueAct Master Fund's beneficial ownership. The Reporting Persons further state that as of October 1, 2025 they have ceased to be beneficial owners of more than 5% of Rocket's Common Stock, terminating their Schedule 13D filing obligation.

Reporting person Olson Tagar, a director of Rocket Companies, Inc. (RKT), reported transactions tied to Rocket's acquisition of Mr. Cooper Group Inc. On October 1, 2025, Mr. Tagar's outstanding Mr. Cooper shares converted under the merger into Rocket Class A common stock at a rate of 11.0 shares of Rocket per share of Mr. Cooper, with cash paid for fractional shares.

After the merger conversion and a grant of restricted stock units, the Form 4 shows 267,366 shares resulting from the merger conversion and 10,974 RSUs granted (exempt under Rule 16b-3), for a total beneficial ownership of 278,340 shares of Rocket Class A common stock following the reported transactions.

Rocket Companies, Inc. completed the acquisition of Mr. Cooper Group Inc. on October 1, 2025. Under the merger agreement, each outstanding share of Mr. Cooper common stock converted into 11.0 shares of Rocket Class A common stock, with cash for fractional shares. Reporting person Jesse K. Bray (President & CEO) received multiple Class A share issuances and RSUs tied to that exchange and to a separate grant. Following the transactions, Mr. Bray beneficially owns 12,684,819 shares of Rocket Class A common stock, held both directly and indirectly (including 6,965,057 shares held indirectly by the Jesse K. Bray Living Trust). He was also granted 816,743 Rocket RSUs that vest in equal installments on the first six semi-annual anniversaries beginning October 1, 2025. The Form 4 was signed on October 2, 2025.

Rocket Companies, Inc. (RKT) Form 3 discloses that Olson Tagar, listed as a Director, filed an initial beneficial ownership statement for the 10/01/2025 event date. The filing reports no securities are beneficially owned by the reporting person. The document was submitted as a Form 3 and signed by Tina V. John, attorney in fact on 10/02/2025. The filing includes an Exhibit 24.1 power of attorney remark and the standard Section 16(a) disclosure format. No non-derivative or derivative holdings are reported on the tables.

Rocket Companies, Inc. (RKT) filed an S-3ASR registration statement that registers new equity and summarizes key risks, corporate governance items, and incorporation by reference of recent SEC reports and audited financials of acquired businesses. The filing references the previously completed Redfin Acquisition and the Mr. Cooper Acquisition, lists extensive risk factors including interest-rate sensitivity, competition, cyber and AI risks, vendor and integration risks, and concentration of control by Dan Gilbert. The filing sets share authorizations including 10,000,000,000 Class A shares, 6,000,000,000 Class L shares (split into two 3,000,000,000 series) and 500,000,000 preferred shares, and incorporates audited and unaudited financial statements and consents from independent auditors and counsel.

Rocket Companies announced completion of the previously disclosed acquisition of Mr. Cooper Group Inc. The filing lists multiple transaction documents now in place, including an Agreement and Plan of Merger referenced to the company’s prior filing, several indentures and supplemental indentures involving Rocket Companies and Rocket Mortgage entities, a Credit Agreement with JPMorgan Chase Bank as administrative agent, and a Borrower Accession Agreement. The company also included related press releases and a consent from its independent auditors.

The exhibits indicate the acquisition is finalized and that the company has executed new debt and guarantee documents and related filings to reflect the transaction.

Rocket Companies (RKT) disclosed material information about a proposed transaction with Mr. Cooper and the principal risks that could affect completion and outcomes. The filing warns the transaction may not close or could be delayed, that conditions to closing might not be satisfied, and that announcement or pendency could distract management, affect key personnel and business relationships, or depress the companies' stock prices. It also highlights potential legal risks including stockholder litigation, tax treatment uncertainty, third-party contract consents, and integration challenges that could prevent anticipated synergies or make them take longer or cost more than expected. The statement points investors to a registration statement and each company’s public SEC filings for additional details.

Rocket Companies insider transaction: Chief Financial Officer Brian N. Brown had 32,756 restricted stock units vest, and the company withheld 14,675 Class A common shares to satisfy tax-withholding obligations related to that vesting. The withholding is reported under transaction code F(1) and reflects a non‑market sale to cover taxes rather than an open‑market disposition. After the withholding, the reporting person beneficially owns 789,819 Class A common shares. The transaction date reported is 09/08/2025.