UWM Holdings (UWMC) CEO Mat Ishbia details 6.8M share conversion and insider sales

Rhea-AI Filing Summary

UWM Holdings Corp insider Mat Ishbia reported a series of equity transactions involving Class A Common Stock and related units. On December 1, 2025, SFS Holding Corp, which is controlled by Ishbia, converted 6,800,000 UWM Paired Interests into an equal number of shares of Class A Common Stock. Each paired interest consisted of one share of non‑economic voting Class D Common Stock and one Class B common unit of UWM Holdings, LLC.

On December 1, 2, and 3, 2025, SFS Holding Corp sold 612,287 shares of Class A Common Stock on each day, at weighted average prices of $5.80, $5.80, and $5.71, respectively, under a Rule 10b5‑1 trading plan adopted on March 17, 2025. Following these transactions, SFS Holding Corp reported 8,016,982 shares of Class A Common Stock held indirectly, while Ishbia directly held 279,989 shares. In addition, Ishbia beneficially owned 180,737 restricted stock units that will vest on March 1, 2026 and convert into Class A Common Stock on a one-for-one basis.

Insights

Equity Ownership and Governance Analyst

Large insider conversion and planned sales, but controlling holder retains very substantial equity and voting stake.

The filing shows **SFS Holding Corp.**, controlled by **Mat Ishbia**, converting 6,800,000 UWM Paired Interests into the same number of **Class A Common Stock** on 12/01/2025. Each paired interest consisted of non‑economic **Class D Stock** and **Class B common units** of UWM LLC and became one share of Class A. This shifts part of the economic exposure from partnership-style units into publicly traded Class A shares while leaving a very large block of paired interests outstanding.

Following the conversion, SFS Corp sold **612,287** Class A shares on each of 12/01/2025, 12/02/2025, and 12/03/2025 under a pre‑adopted Rule 10b5‑1 plan. The weighted average sale prices were around $5.8 per share for the first two days and $5.71 for the third. After these planned sales, SFS Corp’s indirect Class A holdings stand at **8,016,982** shares, while it still holds **1,331,482,620** UWM Paired Interests, preserving a dominant underlying stake.

Separately, **Mat Ishbia** directly holds **279,989** Class A shares and **180,737** Restricted Stock Units that convert one‑for‑one to Class A and vest on 03/01/2026 under the 2020 Omnibus Incentive Plan. The key items to watch over the next year are any further conversions of paired interests into Class A stock, additional sales under the 10b5‑1 plan, and the vesting and settlement of the RSUs in 2026, which will modestly increase direct Class A ownership.

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).

X

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^*

Mat Ishbia

(Last) (First) (Middle)

C/O UWM HOLDINGS CORPORATION

585 SOUTH BLVD E

(Street)

PONTIAC MI 48341

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UWM Holdings Corp [ UWMC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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	12/01/2025		C		6,800,000	A	(1)	9,853,843	I	See Footnote(2)
Class A Common Stock	12/01/2025		S		612,287(3)	D	$5.8(4)	9,241,556	I	See Footnote(2)
Class A Common Stock	12/02/2025		S		612,287(3)	D	$5.8(5)	8,629,269	I	See Footnote(2)
Class A Common Stock	12/03/2025		S		612,287(3)	D	$5.71(6)	8,016,982	I	See Footnote(2)
Class A Common Stock								279,989	D(7)

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
UWM Paired Interests	(1)	12/01/2025		C			6,800,000	01/21/2021	(8)	Class A Common Stock	6,800,000	$0	1,331,482,620	I	See Footnote(2)
Restricted Stock Units	(9)							(10)	(10)	Class A Common Stock	180,737		180,737	D

1. Name and Address of Reporting Person^*

Mat Ishbia

(Last) (First) (Middle)

C/O UWM HOLDINGS CORPORATION

585 SOUTH BLVD E

(Street)

PONTIAC MI 48341

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

1. Name and Address of Reporting Person^*

SFS HOLDING CORP

(Last) (First) (Middle)

C/O UWM HOLDINGS CORPORATION

585 SOUTH BLVD E

(Street)

PONTIAC MI 48341

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

Explanation of Responses:

1. Each UWM Paired Interest consists of one share of non-economic voting Class D Common Stock of UWM Holdings Corporation (the "Issuer") ("Class D Stock") and one Class B common units of UWM Holdings, LLC ("UWM LLC") ("Class B Common Units"), a subsidiary of the Issuer. Each UWM Paired Interest is convertible for one share of Class A Common Stock of the Issuer (i) at any time at the option of the holder or (ii) automatically upon transfer to a third person. These shares of Class A Common Stock were acquired by SFS Holding Corp. ("SFS Corp") upon the conversion of an equal number of UWM Paired Interests.

2. These securities are held directly by SFS Corp, a 10% holder of the Issuer, and indirectly by Mat Ishbia. Mat Ishbia is the Chief Executive Officer and sole director of SFS Corp and serves as the investment advisor to the trust that owns the voting securities of SFS Corp, and therefore exercises all voting and dispositive power of the securities held by SFS Corp. In addition, trusts for the benefit of Mat Ishbia and his immediate family are shareholders of SFS Corp. By virtue of its relationship with Mat Ishbia, a director and the CEO of the Issuer, SFS Corp may be deemed to be a director by deputization.

3. Sold pursuant to the 10b5-1 Plan adopted by SFS Corp on March 17, 2025.

4. Represents the weighted average price of shares sold. The price of the shares sold ranged from $5.69 to $5.92 per share. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares sold at each price.

5. Represents the weighted average price of shares sold. The price of the shares sold ranged from $5.63 to $5.96 per share. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares sold at each price.

6. Represents the weighted average price of shares sold. The price of the shares sold ranged from $5.65 to $5.80 per share. The Reporting Person, upon request, will provide the Securities and Exchange Commission staff, the Issuer or a security holder of the Issuer full information regarding the number of shares sold at each price.

7. These shares are held directly by Mat Ishbia and SFS Corp. has no interests in these shares.

8. The conversion rights related to the UWM Paired Interests do not expire.

9. These Restricted Stock Units ("RSUs") convert to Class A Common Stock on a one-for-one basis.

10. These RSUs vest on March 1, 2026. The RSUs were granted pursuant to the 2020 Omnibus Incentive Plan.

Remarks:

	/s/ Mat Ishbia	12/03/2025
	/s/ Mat Ishbia, CEO, for SFS Holding Corp.	12/03/2025
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did UWMC CEO Mat Ishbia report in this Form 4?

Mat Ishbia, through SFS Holding Corp, reported converting 6,800,000 UWM Paired Interests into Class A Common Stock on December 1, 2025, and then selling 612,287 shares of Class A Common Stock on each of December 1, 2, and 3, 2025 at weighted average prices of $5.80, $5.80, and $5.71, respectively.

How many UWMC shares does Mat Ishbia beneficially own after these transactions?

After the reported transactions, SFS Holding Corp, which is controlled by Mat Ishbia, held 8,016,982 shares of UWM Holdings Corp Class A Common Stock indirectly, and Ishbia directly held an additional 279,989 shares. He also beneficially owned 180,737 restricted stock units that will convert into an equal number of Class A shares upon vesting.

What are UWM Paired Interests mentioned in the UWMC Form 4?

Each UWM Paired Interest consists of one share of non‑economic voting Class D Common Stock of UWM Holdings Corp and one Class B common unit of UWM Holdings, LLC. Each paired interest is convertible into one share of Class A Common Stock at the holder’s option at any time or automatically upon transfer to a third person.

Were the UWMC insider share sales made under a Rule 10b5-1 trading plan?

Yes. The Form 4 states that the 612,287-share sales of Class A Common Stock on December 1, 2, and 3, 2025 were made pursuant to a Rule 10b5‑1 plan adopted by SFS Holding Corp on March 17, 2025.

What prices did SFS Holding Corp receive for the UWMC shares sold?

The Form 4 reports weighted average sale prices of $5.80 per share for transactions on December 1 and 2, 2025, and $5.71 per share for transactions on December 3, 2025. The actual individual trade prices on each day ranged within specified bands disclosed in the footnotes.

What UWMC equity awards does Mat Ishbia hold, and when do they vest?

Mat Ishbia holds 180,737 restricted stock units that convert into Class A Common Stock on a one‑for‑one basis. These RSUs are scheduled to vest on March 1, 2026 and were granted under the company’s 2020 Omnibus Incentive Plan.

How is SFS Holding Corp related to UWMC and Mat Ishbia?

SFS Holding Corp is a 10% holder of UWM Holdings Corp. Mat Ishbia is the Chief Executive Officer and sole director of SFS Holding Corp and serves as investment advisor to the trust that owns its voting securities, giving him voting and dispositive power over the securities held by SFS Holding Corp.