UWM Holdings (UWMC) Files Form 144 for 38.2M Share Sale via J.P. Morgan

Rhea-AI Filing Summary

UWM Holdings Corp (UWMC) filed a Form 144 notifying a proposed sale of 38,166,811 Class A common shares through J.P. Morgan Securities with an aggregate market value of $261,442,657, and lists 228,088,286 shares outstanding for the issuer. The filing says the shares were acquired on 01/21/2021 in a share-for-share exchange from the issuer, with 1,502,069,787 shares acquired in that transaction, and payment described as securities in United Wholesale Mortgage LLC.

The notice discloses a prior sale on 06/17/2025 by SFS Holding Corp of 24,402,216 Class A shares for gross proceeds of $117,395,862. The filer certifies no undisclosed material adverse information and includes the standard Rule 144 representations.

Positive

• Regulatory compliance: Form 144 filed, providing required public notice for proposed sales under Rule 144
• Prior monetization disclosed: SFS Holding Corp previously sold 24,402,216 shares for $117,395,862, showing recent liquidity events

Negative

• Large proposed sale: Notice covers 38,166,811 shares with aggregate market value of $261,442,657
• Significant prior acquisition quantity: The filer acquired 1,502,069,787 shares in a 2021 share-for-share exchange, indicating major insider/affiliate holdings available for sale
• No operational or financial context: Filing contains no earnings, guidance, or reasons for the disposals

Insights

Financial Analyst

TL;DR: Large Rule 144 sale notice signals substantial insider/affiliate liquidity but contains no operational or earnings detail.

The filing documents a proposed public sale of 38.17 million Class A shares via J.P. Morgan totaling about $261.4 million, referencing a prior sale of 24.40 million shares that generated $117.4 million. These are disclosures required under Rule 144 to permit resale by affiliates; they do not include forward-looking commentary or company operating metrics. For investors, the key takeaways are the scale of shares being registered for sale and the recent monetization event, both of which relate to share supply rather than performance.

Corporate Governance Expert

TL;DR: Significant affiliate share disposals are governance-relevant and may affect shareholder composition.

The notice shows an affiliate-originated acquisition in 2021 and subsequent large sales, including the current proposed block. Such transactions are material from a governance and ownership concentration perspective because they change who holds economic and voting rights. The filing itself complies with disclosure rules and includes the required certification about undisclosed material information, but it does not explain any strategic rationale for the sales.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common Stock (1)	J.P. Morgan Securities LLC 383 Madison Avenue New York NY 10179	38166811	261442657	228088286	09/15/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common Stock	01/21/2021	Share for share exchange	Issuer			1502069787	01/21/2021	Securities in United Wholesale Mortgage LLC

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
SFS Holding Corp (2) 585 South Boulevard E. Pontiac MI 48341	Class A Common Stock	06/17/2025	24402216	117395862

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 filed by UWMC mean for investors?

The Form 144 notifies a proposed sale of 38,166,811 UWMC Class A shares (aggregate market value $261,442,657), signaling an affiliate intends to sell shares under Rule 144.

Who is acting as broker for the proposed UWMC share sale?

The filing lists J.P. Morgan Securities LLC at 383 Madison Avenue, New York, NY as the broker for the proposed sale.

Has the filer sold UWMC shares recently?

Yes. The filing discloses SFS Holding Corp sold 24,402,216 Class A shares on 06/17/2025 for gross proceeds of $117,395,862.

When were the securities being offered acquired?

The securities subject to the proposed sale were acquired on 01/21/2021 in a share-for-share exchange, with 1,502,069,787 shares acquired.

Does the filing state any undisclosed material information?

By signing the form, the person for whose account the securities are to be sold represents they do not know any material adverse information that has not been publicly disclosed.