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[Form 4/A] Rocket Companies, Inc. Amended Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Jesse K. Bray, President & CEO of Rocket Mortgage and director of Rocket Companies, Inc. (RKT), reported multiple acquisitions of Rocket Class A common stock on 10/01/2025 tied to the closing of Rocket's acquisition of Mr. Cooper.

Pursuant to the merger terms each Mr. Cooper share converted into 11.0 Rocket Class A shares and restricted stock units (RSUs) of Mr. Cooper converted into Rocket RSUs with the same time-based vesting. The Form 4/A shows total beneficial ownership of 10,038,351 Class A shares following the transactions and notes a separate grant of 816,743 Rocket RSUs that vest in six equal semi-annual installments beginning 10/01/2025. The filing was amended to correct an earlier clerical overstatement of the securities acquired.

Positive

  • Acquisition conversion completed: Mr. Cooper shares converted at an 11.0 exchange ratio into Rocket Class A shares
  • Converted RSUs preserved vesting terms, maintaining original time-based conditions post-acquisition
  • New RSU grant of 816,743 shares under the 2020 Omnibus Incentive Plan with defined semi-annual vesting

Negative

  • Original Form 4 overstated the number of securities acquired; an amendment was required to correct a clerical error

Insights

Insider holdings increased by merger conversion and RSU grant totaling 10,038,351 Class A shares.

The reporting shows Mr. Bray received Rocket stock through the Mr. Cooper Acquisition, where each Mr. Cooper share converted into 11.0 Rocket Class A shares and corresponding RSUs were converted on the same exchange ratio.

The report also discloses a separate grant of 816,743 RSUs under Rocket's 2020 Omnibus Incentive Plan that vest in six equal semi-annual installments beginning 10/01/2025, which is a time-based compensation arrangement rather than an immediate sale.

The Form was amended to correct an earlier clerical overstatement; the amended totals show 10,038,351 shares beneficially owned after the transactions.

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*
Bray Jesse K

(Last) (First) (Middle)
C/O ROCKET COMPANIES, INC.
1050 WOODWARD AVENUE

(Street)
DETROIT MI 48226

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Rocket Companies, Inc. [ RKT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Pres. & CEO of Rocket Mortgage
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
10/02/2025
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
Class A common stock 10/01/2025 A 9,221,608(4) A (4) 9,221,608 D
Class A common stock 10/01/2025 A 816,743(5) A $0 10,038,351 D
Class A common stock 10/01/2025 A 6,965,057(1)(2) A (1)(2) 6,965,057 I By The Jesse K. Bray Living Trust(3)
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. On October 1, 2025, Rocket Companies, Inc. ("Rocket") completed the previously announced acquisition of Mr. Cooper Group Inc. ("Mr. Cooper" and such acquisition, the "Mr. Cooper Acquisition"). Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), by and among Rocket, Mr. Cooper, Maverick Merger Sub, Inc. ("Maverick Merger Sub") and Maverick Merger Sub 2, LLC ("Forward Merger Sub"), Maverick Merger Sub merged with and into Mr. Cooper (the "Maverick Merger"), with Mr. Cooper surviving the Maverick Merger and continuing as a direct, wholly owned subsidiary of Rocket and immediately following such Maverick Merger, Mr. Cooper merged with and into Forward Merger Sub (the "Forward Merger"), with Forward Merger Sub surviving such Forward Merger and continuing as a direct, wholly owned subsidiary of Rocket. (con't in FN2)
2. (con't from FN1) Pursuant to the Merger Agreement, each outstanding share of Mr. Cooper common stock, par value $0.01 per share, held by the Reporting Person prior to the effective time of the Maverick Merger converted into a right to receive 11.0 shares of Rocket Class A common stock, par value $0.00001 per share (the "Exchange Ratio"), and cash payable in lieu of fractional shares, without interest and subject to any applicable withholding taxes.
3. Directly owned by Jesse K. Bray Living Trust, of which the Reporting Person is trustee. Reporting Person and members of his immediate family are the sole beneficiaries of the trust.
4. Pursuant to the Merger Agreement, at the effective time of the Maverick Merger, each outstanding restricted stock unit ("RSU") of Mr. Cooper (including performance-based RSUs for which performance was determined prior to the consummation of the Mr. Cooper Acquisition, collectively, the "Mr. Cooper Awards") was converted into an RSU of Rocket for a number of shares of Class A common stock of Rocket determined by multiplying the number of Mr. Cooper shares subject to such Mr. Cooper Awards by the Exchange Ratio. The converted Mr. Cooper Awards are subject to the same time-based vesting conditions as were applicable to such Mr. Cooper Awards immediately prior to the effective time of the Maverick Merger.
5. On October 1, 2025, the Reporting Person was granted RSUs under the Rocket Companies, Inc. 2020 Omnibus Incentive Plan in a transaction exempt under Rule 16b-3. Each RSU represents the contingent right to receive a share of Class A common stock of Rocket for each vested RSU. The RSUs will vest in equal installments on the first six semi-annual anniversaries of October 1, 2025.
Remarks:
The original Form 4 filed October 2, 2025 is being amended to correct the total number of securities acquired and beneficially owned, which were overstated in the original Form 4 due to a clerical error.
/s/ Tina V. John, attorney in fact 10/03/2025
** 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 Jesse K. Bray report on the Form 4/A for RKT?

The Form 4/A reports acquisitions of Rocket Class A stock tied to the Mr. Cooper Acquisition, converted RSUs, a separate grant of 816,743 RSUs, and total beneficial ownership of 10,038,351 Class A shares as of 10/01/2025.

How did Mr. Cooper shares convert into Rocket shares in the transaction?

Each outstanding Mr. Cooper share converted into the right to receive 11.0 shares of Rocket Class A common stock plus cash in lieu of fractional shares, per the merger agreement.

What are the vesting terms for the RSUs granted to Jesse K. Bray?

The newly granted Rocket RSUs (816,743) will vest in equal installments on the first six semi-annual anniversaries of 10/01/2025.

Why was this Form 4 amended (Form 4/A)?

The amendment corrects the total number of securities acquired and beneficially owned, which were overstated in the original Form 4 due to a clerical error.

How many Rocket Class A shares does Jesse K. Bray beneficially own after the reported transactions?

The amended filing reports total beneficial ownership of 10,038,351 Class A shares following the reported transactions.
Rocket Companies Inc

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United States
DETROIT