[SCHEDULE 13D/A] Rocket Companies, Inc. SEC Filing

Rhea-AI Filing Summary

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.

Positive

• Acquisition-driven increase: ValueAct Master Fund acquired 16,113,625 shares effective October 1, 2025 via the Mr. Cooper transaction.
• Clear cost disclosure: The aggregate purchase price for ValueAct Master Fund's holdings is stated as $509,080,275.68.

Negative

• Below 5% threshold: Reporting Persons confirm they have ceased to be beneficial owners of more than 5% as of October 1, 2025, ending their Schedule 13D obligation.
• Shared, not sole, control: All reported voting and dispositive power is shared (no sole voting or dispositive power reported).

Insights

Activist Investor Analyst

ValueAct holds 41.5M RKT shares (4.3%), acquired about $509.1M; ownership falls below 5% as of Oct 1, 2025.

ValueAct Master Fund's stake of 41,509,252 shares (approx. 4.3%) is explicitly tied to 16,113,625 shares received in connection with Rocket's acquisition of Mr. Cooper effective October 1, 2025. The filing lists the $509,080,275.68 aggregate purchase price for the Master Fund's position, paid from working capital.

Because the Reporting Persons state they have "ceased to be beneficial owners of more than five percent" as of October 1, 2025, their Schedule 13D obligations terminate; this is the single concrete, monitorable disclosure in the filing.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

Rocket Companies, Inc.

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

77311W101

(CUSIP Number)

Jason Breeding,Sonia Muscatine
One Letterman Drive, Building D, 4th Floor
San Francisco, CA, 94129
415-362-3700

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

10/01/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No. 77311W101

1

Name of reporting person

VA Partners I, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 41,509,252.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 41,509,252.00

11

Aggregate amount beneficially owned by each reporting person

41,509,252.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.3 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

(4) See Item 3 (8, 10, 11) See Item 2 and 5 (14) LLC

SCHEDULE 13D

CUSIP No. 77311W101

1

Name of reporting person

ValueAct Capital Master Fund, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

VIRGIN ISLANDS, BRITISH

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 41,509,252.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 41,509,252.00

11

Aggregate amount beneficially owned by each reporting person

41,509,252.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.3 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

(4) See Item 3 (8, 10, 11) See Item 2 and 5

SCHEDULE 13D

CUSIP No. 77311W101

1

Name of reporting person

ValueAct Capital Management, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 41,509,252.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 41,509,252.00

11

Aggregate amount beneficially owned by each reporting person

41,509,252.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.3 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

(4) See Item 3 (8, 10, 11) See Item 2 and 5

SCHEDULE 13D

CUSIP No. 77311W101

1

Name of reporting person

ValueAct Capital Management, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 41,509,252.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 41,509,252.00

11

Aggregate amount beneficially owned by each reporting person

41,509,252.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.3 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

(4) See Item 3 (8, 10, 11) See Item 2 and 5 (14) LLC

SCHEDULE 13D

CUSIP No. 77311W101

1

Name of reporting person

ValueAct Holdings, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 41,509,252.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 41,509,252.00

11

Aggregate amount beneficially owned by each reporting person

41,509,252.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.3 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

(4) See Item 3 (8, 10, 11) See Item 2 and 5

SCHEDULE 13D

CUSIP No. 77311W101

1

Name of reporting person

ValueAct Holdings II, L.P.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 41,509,252.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 41,509,252.00

11

Aggregate amount beneficially owned by each reporting person

41,509,252.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.3 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

(4) See Item 3 (8, 10, 11) See Item 2 and 5

SCHEDULE 13D

CUSIP No. 77311W101

1

Name of reporting person

ValueAct Holdings GP, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 41,509,252.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 41,509,252.00

11

Aggregate amount beneficially owned by each reporting person

41,509,252.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

4.3 %

14

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person:

(4) See Item 3 (8, 10, 11) See Item 2 and 5 (14) LLC

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Common Stock
(b)	Name of Issuer: Rocket Companies, Inc.
(c)	Address of Issuer's Principal Executive Offices: 1050 WOODWARD AVENUE, DETROIT, MICHIGAN , 48226.
Item 1 Comment: This Amendment No. 4 supplements the information set forth in the Schedule 13D filed by the Reporting Persons with the United States Securities and Exchange Commission (the "SEC"), as amended from time to time (the "Schedule 13D"), the Class A Common Stock (the "Common Stock") of Rocket Companies, Inc., a Delaware corporation (the "Issuer"). All capitalized terms contained herein but not otherwise defined shall have the meanings ascribed to such terms in the Schedule 13D. The information set forth in response to each separate Item below shall be deemed to be a response to all Items where such information is relevant. The Schedule 13D is hereby supplementally amended as follows:
Item 3.	Source and Amount of Funds or Other Consideration
	The source of funds used for the purchase of the Issuer's securities was the working capital of ValueAct Master Fund. The aggregate purchase price of the Common Stock beneficially owned by the ValueAct Master Fund is approximately $509,080,275.68.
Item 5.	Interest in Securities of the Issuer
(a)	Set forth below is the beneficial ownership of shares of Common Stock of the Issuer for each person named in Item 2. Shares reported as beneficially owned by ValueAct Master Fund are also reported as beneficially owned by (i) ValueAct Management L.P. as the manager of each such investment partnership, (ii) ValueAct Management LLC, as General Partner of ValueAct Management L.P., (iii) ValueAct Holdings, as the majority owner of the membership interests of VA Partners I, (iv) ValueAct Holdings II, as the sole owner of the limited partnership interests of ValueAct Management L.P. and the membership interests of ValueAct Management LLC, and (v) ValueAct Holdings GP, as General Partner of ValueAct Holdings and ValueAct Holdings II. Shares reported as beneficially owned by ValueAct Master Fund are also reported as beneficially owned by VA Partners I, as General Partner of ValueAct Master Fund. VA Partners I, ValueAct Management L.P., ValueAct Management LLC, ValueAct Holdings, ValueAct Holdings II, and ValueAct Holdings GP also, directly or indirectly, may own interests in one or more than one of the partnerships from time to time. Unless otherwise indicated below, by reason of such relationship ValueAct Master Fund is reported as having shared power to vote or to direct the vote, and shared power to dispose or direct the disposition of, such shares of Common Stock, with VA Partners I (only with respect to ValueAct Master Fund), ValueAct Management L.P., ValueAct Management LLC, ValueAct Holdings, ValueAct Holdings II, and ValueAct Holdings GP. As of the date hereof, the Reporting Persons may be deemed to be the beneficial owner of 41,509,252 shares of Common Stock, representing approximately 4.3% of the Issuer's outstanding Common Stock. All percentages set forth in this Schedule 13D are based upon 965,183,901 shares of Common Stock, which is the sum of (a) the Issuer's reported 261,257,942 outstanding shares of Common Stock as of September 30, 2025 as reported in the Issuer's Form S-3ASR, and (b) 703,925,959 shares of Common Stock of the Issuer that Mr. Cooper Group Inc.'s ("Mr. Cooper") stockholders will receive pursuant to the Issuer's acquisition of Mr. Cooper as reported in the Issuer's Form 8-K dated October 1, 2025. The 703,925,959 shares were calculated by applying the 11:1 Exchange Ratio to Mr. Cooper's reported 63,993,269 outstanding shares of Common Stock as of July 18, 2025 as reported in Mr. Cooper's Form 10-Q for the fiscal period ended June 30, 2025.
(b)	The response to Item 5(a) is incorporated herein by reference.
(c)	The following sets forth all transactions with respect to shares of Common Stock effected since the date of the previous filing to this Schedule 13D by the Reporting Persons, inclusive of any transactions effected through 4:00 p.m., New York City time, on October 3, 2025: As a result of the Mr. Cooper acquisition described in Item 5(a), ValueAct Master Fund acquired beneficial ownership of 16,113,625 shares of Common Stock effective October 1, 2025.
(d)	Not applicable.
(e)	As of October 1, 2025, the Reporting Persons have ceased to be beneficial owners of more than five percent of Issuer's Common Stock, and accordingly, their obligation to file a Schedule 13D has been terminated.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

VA Partners I, LLC

Signature:	/s/ Jason B. Breeding
Name/Title:	Jason B. Breeding, Authorized Signatory
Date:	10/03/2025

ValueAct Capital Master Fund, L.P.

Signature:	/s/ Jason B. Breeding
Name/Title:	Jason B. Breeding, Authorized Signatory, VA Partners I, LLC, its General Partner
Date:	10/03/2025

ValueAct Capital Management, L.P.

Signature:	/s/ Jason B. Breeding
Name/Title:	Jason B. Breeding, Authorized Signatory, ValueAct Capital Management, LLC, its General Partner
Date:	10/03/2025

ValueAct Capital Management, LLC

Signature:	/s/ Jason B. Breeding
Name/Title:	Jason B. Breeding, Authorized Signatory
Date:	10/03/2025

ValueAct Holdings, L.P.

Signature:	/s/ Jason B. Breeding
Name/Title:	Jason B. Breeding, Authorized Signatory, ValueAct Holdings GP, LLC, its General Partner
Date:	10/03/2025

ValueAct Holdings II, L.P.

Signature:	/s/ Jason B. Breeding
Name/Title:	Jason B. Breeding, Authorized Signatory, ValueAct Holdings GP, LLC, its General Partner
Date:	10/03/2025

ValueAct Holdings GP, LLC

Signature:	/s/ Jason B. Breeding
Name/Title:	Jason B. Breeding, Authorized Signatory
Date:	10/03/2025

FAQ

What stake does ValueAct report in Rocket Companies (RKT)?

The Reporting Persons report beneficial ownership of 41,509,252 shares, representing approximately 4.3% of Rocket's Common Stock.

How much did ValueAct pay for its Rocket (RKT) position?

The aggregate purchase price for the Common Stock held by ValueAct Capital Master Fund is approximately $509,080,275.68.

When did ValueAct acquire the additional Rocket (RKT) shares from the Mr. Cooper deal?

ValueAct Master Fund acquired 16,113,625 shares effective October 1, 2025 as a result of Rocket's acquisition of Mr. Cooper.

Does ValueAct still have to file Schedule 13D for Rocket (RKT)?

No. The filing states that as of October 1, 2025 the Reporting Persons have ceased to be beneficial owners of more than 5%, terminating their Schedule 13D obligation.

Who certified the Schedule 13D/A filing for ValueAct?

The signatures and certifications are provided by Jason B. Breeding as Authorized Signatory for the reporting entities, dated October 3, 2025.