STOCK TITAN

Rocket CFO forfeits 58,717 shares for taxes

Rocket Companies’ president and CFO reported share withholdings to satisfy tax obligations on vested restricted stock units.

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Form Type
4

Rhea-AI Filing Summary

Rocket Companies, Inc. (RKT) reported that its President & Chief Financial Officer, Brian Nicholas Brown, had shares withheld to cover taxes upon vesting of equity awards. On September 7 and 8, 2026, a total of 58,717 shares of Class A common stock were disposed of at $14.06 per share through transactions coded as payments of tax liability by delivering or withholding securities. A footnote states these shares were forfeited to pay tax withholding obligations upon the vesting of restricted stock units granted under the company’s 2020 Omnibus Incentive Plan, and also describes 395,777 shares of Class A common stock that had previously been reported as Class L-1 common stock and were converted to Class A in a transaction exempt under Rule 16b-3.

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Insider Brown Brian Nicholas
Role President & Chief Fin Officer
Type Security Shares Price Value
Tax Withholding Class A common stock F1, F2 14,675 $14.06 $206K
Tax Withholding Class A common stock F1, F2 44,042 $14.06 $619K
holding Class L-2 common stock -- -- --
Holdings After Transaction: Class A common stock — 1,624,066 shares (Direct); Class L-2 common stock — 395,777 shares (Direct)
Footnotes (2)
  1. F1. Number of shares forfeited to pay tax withholding obligations upon the vesting of restricted stock units granted by the Issuer under its 2020 Omnibus Incentive Plan.
  2. F2. Includes 395,777 shares of Class A common stock that were previously reported as shares of Class L-1 common stock, which were converted to shares of Class A common stock in accordance with the Issuer's Restated Certificate of Incorporation in a transaction exempted under Rule 16b-3.
Shares disposed September 7, 2026 44,042 shares Class A common stock withheld to pay tax withholding obligations upon RSU vesting
Shares disposed September 8, 2026 14,675 shares Class A common stock withheld to pay tax withholding obligations upon RSU vesting
Total tax-withholding shares 58,717 shares Sum of Class A shares disposed on September 7 and 8, 2026 to satisfy tax obligations
Price per share $14.06 per share Valuation used for both Class A common stock tax-withholding transactions
Shares referenced in conversion footnote 395,777 shares Class A common stock previously reported as Class L-1 and converted to Class A in a Rule 16b-3 exempt transaction
restricted stock units financial
"Number of shares forfeited to pay tax withholding obligations upon the vesting of restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
2020 Omnibus Incentive Plan financial
"restricted stock units granted by the Issuer under its 2020 Omnibus Incentive Plan"
tax withholding obligations financial
"shares forfeited to pay tax withholding obligations upon the vesting of restricted stock units"
Restated Certificate of Incorporation regulatory
"converted to shares of Class A common stock in accordance with the Issuer's Restated Certificate of Incorporation"
A restated certificate of incorporation is an updated, single-document version of a company’s founding rules that folds together the original charter and all later changes into one clear set of terms — like replacing a patchwork manual with a clean, revised edition. Investors care because it clarifies ownership details, voting rights, share classes and other legal rules that affect control, dividends and how value is created or diluted, so it can change the risks and benefits of owning the stock.
Rule 16b-3 regulatory
"converted to shares of Class A common stock in a transaction exempted under Rule 16b-3"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

FAQ

What did Rocket Companies (RKT) executive Brian Nicholas Brown report on this Form 4?

He reported that shares of Class A common stock were withheld on September 7 and 8, 2026 to pay tax withholding obligations arising from the vesting of restricted stock units granted under Rocket Companies’ 2020 Omnibus Incentive Plan.

How many Rocket Companies (RKT) shares were disposed of in the reported tax-withholding transactions?

The Form 4 shows dispositions of 44,042 shares on September 7, 2026 and 14,675 shares on September 8, 2026, for a total of 58,717 shares of Rocket Companies Class A common stock used to satisfy tax withholding obligations.

At what price were the Rocket Companies (RKT) shares valued in these Form 4 transactions?

Both transactions used a price of $14.06 per share for the Class A common stock disposed of to cover tax withholding obligations related to the vesting of restricted stock units.

Were the Rocket Companies (RKT) Form 4 transactions part of a Rule 10b5-1 trading plan?

No. The Form 4 indicates that no Rule 10b5-1 trading plan was affirmed for these transactions, and the document-level checkbox for such a plan is shown as not selected.

What does the Form 4 disclose about 395,777 Rocket Companies (RKT) shares?

A footnote states that 395,777 shares of Class A common stock were previously reported as shares of Class L-1 common stock and were converted to Class A common stock in accordance with Rocket Companies’ Restated Certificate of Incorporation in a transaction exempt under Rule 16b-3.

What plan governed the restricted stock units in this Rocket Companies (RKT) Form 4?

The restricted stock units that vested, triggering tax-withholding share dispositions, were granted under Rocket Companies’ 2020 Omnibus Incentive Plan, as stated in the Form 4 footnote.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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*
Brown Brian Nicholas

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

(Street)
DETROIT MICHIGAN 48226

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Rocket Companies, Inc. [ RKT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
President & Chief Fin Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/07/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A common stock09/07/2026F(1)44,042D$14.061,638,741(2)D
Class A common stock09/08/2026F(1)14,675D$14.061,624,066(2)D
Class L-2 common stock395,777D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Number of shares forfeited to pay tax withholding obligations upon the vesting of restricted stock units granted by the Issuer under its 2020 Omnibus Incentive Plan.
2. Includes 395,777 shares of Class A common stock that were previously reported as shares of Class L-1 common stock, which were converted to shares of Class A common stock in accordance with the Issuer's Restated Certificate of Incorporation in a transaction exempted under Rule 16b-3.
Remarks:
/s/ Elisabeth Gormley, attorney in fact09/09/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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