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

Rhea-AI Filing Summary

Rock Holdings Inc. (RHI) has filed Amendment No. 2 to Schedule 13G regarding Rocket Companies, Inc. (NYSE: RKT). The filing states that, following Rocket’s previously announced “Up-C” collapse completed on 30 June 2025, RHI now beneficially owns 0 shares of Rocket’s Class A common stock, equivalent to 0 % of the outstanding class. Under the Transaction Agreement dated 9 March 2025, Eclipse Sub, Inc. first merged with RHI and RHI shareholders exchanged each RHI share for 56.54 newly issued Rocket Class L common shares. Immediately thereafter, RHI merged into Rocket GP, LLC. Consequently, RHI reports no sole or shared voting or dispositive power over Rocket securities and qualifies for “ownership of 5 % or less” under Item 5 of Regulation 13D-G. The certification is signed by Treasurer & CFO Matthew Rizik on 8 July 2025.

Insights

Securities Analyst

TL;DR – RHI exits Rocket’s equity register; ownership now 0 %, reflecting completion of Up-C collapse.

The amendment confirms that Rock Holdings Inc. no longer owns any Class A shares of Rocket Companies after the two-step merger consummated on 30 June 2025. This removes a once-large shareholder from the public share count and finalises the internal reorganisation first disclosed in March 2025. Because the transaction exchanges RHI equity for a new non-public Class L instrument and eliminates RHI’s voting/dispositive power, the filing is primarily structural with no immediate earnings or balance-sheet impact disclosed. From a market-liquidity perspective, the change could modestly alter the public float, but the document itself contains no quantitative float data or forward-looking statements. Overall, I view the disclosure as informational and neutral for valuation.

Corporate Governance Expert

TL;DR – Filing formalises shift in control dynamics; RHI no longer a 5 % holder.

The Schedule 13G/A signals completion of governance realignment accompanying Rocket’s Up-C collapse. By reporting 0 % beneficial ownership, RHI removes itself from Section 13 reporting obligations and relinquishes any formal influence tied to Class A voting rights. Certification by CFO Matthew Rizik provides legal attestation to these facts. While important for transparency, no new control persons are identified, and the document lists “Not Applicable” for group status, subsidiaries and certifications, suggesting no remaining coordinated ownership structure. Investors should note that the filing is backward-looking and does not articulate future governance changes beyond the already executed mergers.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Rocket Companies, Inc.

(Name of Issuer)

Class A common stock, $0.00001 par value

(Title of Class of Securities)

77311W101

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 77311W101

1

Names of Reporting Persons

Rock Holdings Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

MICHIGAN

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

0.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0 %

12

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Rocket Companies, Inc.
(b)	Address of issuer's principal executive offices: 1050 Woodward Avenue, Detroit, MI 48226
Item 2.
(a)	Name of person filing: This Amendment No. 2 to Schedule 13G ("Amendment No. 2") is filed by Rock Holdings Inc. (the "Reporting Person").
(b)	Address or principal business office or, if none, residence: The address of the principal business office of the Reporting Person is 1074 Woodward Avenue, Detroit, MI 48226
(c)	Citizenship: The Reporting Person is a Michigan Corporation
(d)	Title of class of securities: Class A common stock, $0.00001 par value
(e)	CUSIP No.: 77311W101
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The responses of the Reporting Person to Rows 5, 6, 7, 8, 9 and 11 in the cover page to this Amendment No. 2 are incorporated herein by reference. On June 30, 2025, Rocket Companies, Inc. ("Rocket") completed the collapse of its "Up-C" structure (the "Up-C Collapse") pursuant to the Transaction Agreement, dated March 9, 2025, by and among Rocket, the Reporting Person, Eclipse Sub, Inc., Rocket GP, LLC, Daniel Gilbert and RHI II, LLC (the "Transaction Agreement"). Pursuant to the Transaction Agreement, among others, Rocket acquired the Reporting Person through a series of two mergers, pursuant to which (a) Eclipse Sub, Inc. merged with and into the Reporting Person, with the Reporting Person as the surviving entity, with each holder of common shares of the Reporting Person, par value $0.01 (the "RHI Shares"), receiving a number of shares of newly issued shares of Rocket Class L common stock, par value $0.00001 per share (the "Class L Common Stock") equal to (1) the number of RHI Shares held by such Reporting Person shareholder multiplied by (2) the ratio of the number of shares of Rocket Class D common stock, par value $0.00001 per share, owned by the Reporting Person to the number of all outstanding RHI Shares, which was 56.54 shares of Class L common stock per each RHI Share, and (b) the Reporting Person then merged with and into Rocket GP, LLC, with Rocket GP, LLC as the surviving entity. As a result of the above transactions, the Reporting Person no longer holds any securities of the Rocket.
(b)	Percent of class: See Item 4(a).
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See Item 4(a).
	(ii) Shared power to vote or to direct the vote: See Item 4(a).
	(iii) Sole power to dispose or to direct the disposition of: See Item 4(a).
	(iv) Shared power to dispose or to direct the disposition of: See Item 4(a).
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

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.

Rock Holdings Inc.

Signature:	/s/ Matthew Rizik
Name/Title:	Matthew Rizik, Treasurer and Chief Financial Officer
Date:	07/08/2025

FAQ

Why did Rock Holdings Inc. file an amended Schedule 13G for RKT?

The amendment discloses that Rock Holdings Inc. now owns 0 shares of Rocket Companies’ Class A stock after the Up-C collapse completed on 30 June 2025.

What percentage of Rocket Companies’ Class A stock does Rock Holdings now own?

Rock Holdings reports beneficial ownership of 0 % of the Class A common stock.

What corporate actions led to Rock Holdings’ exit from RKT share ownership?

Two sequential mergers under the 9 March 2025 Transaction Agreement exchanged RHI shares for Rocket Class L shares and merged RHI into Rocket GP, LLC.

Does the filing indicate any remaining voting power for Rock Holdings in Rocket Companies?

No. The Schedule 13G/A lists 0 sole or shared voting and dispositive power for Rock Holdings.

Who signed the Schedule 13G/A on behalf of Rock Holdings?

Treasurer and Chief Financial Officer Matthew Rizik signed the filing on 8 July 2025.