Form 4: UWMC insider sales under 10b5-1; 6.8M converted
Rhea-AI Filing Summary
UWM Holdings (UWMC) insider Mat Ishbia, together with SFS Holding Corp., reported converting 6,800,000 UWM Paired Interests into Class A Common Stock on November 3, 2025. The filing also lists open‑market sales of 596,356 shares on November 4 at a weighted average price of $5.76 and 596,356 shares on November 5 at a weighted average price of $5.69, executed under a Rule 10b5‑1 plan adopted on March 17, 2025.
After these transactions, 5,636,256 shares of Class A Common Stock were held indirectly and 279,989 shares were held directly. UWM Paired Interests convert 1‑for‑1 into Class A Common Stock and the conversion rights do not expire. In addition, 180,737 RSUs are outstanding and vest on March 1, 2026.
Positive
- None.
Negative
- None.
Insights
CEO-affiliated holder converted 6.8M units to Class A and sold ~1.19M shares under a 10b5-1 plan; large derivative stake remains.
The reporting persons converted 6,800,000 UWM Paired Interests into the same number of Class A shares on
After these transactions, indirect Class A holdings moved from 6,828,968 to 5,636,256 shares, alongside 279,989 directly held Class A shares. A substantial indirect derivative position of 1,345,082,620 UWM Paired Interests remains outstanding, each exchangeable 1-for-1 into Class A, with conversion rights that do not expire and no stated conversion price. RSUs of 180,737 are outstanding and vest on
What it means: a meaningful block of new Class A shares was issued via conversion, followed by modest open-market sales relative to the holder’s remaining derivative stake. Items to watch: any further conversions or sales under the plan, updates to the 10b5-1 activity, and the RSU vesting on
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 596,356 | $5.69 | $3.39M |
| Sale | Class A Common Stock | 596,356 | $5.76 | $3.44M |
| Conversion | UWM Paired Interests | 6,800,000 | $0.00 | -- |
| Conversion | Class A Common Stock | 6,800,000 | $0.00 | -- |
| holding | Restricted Stock Units | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Footnotes (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. 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. Sold pursuant to the 10b5-1 Plan adopted by SFS Corp on March 17, 2025. Represents the weighted average price of shares sold. The price of the shares sold ranged from $5.71 to $5.84 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. Represents the weighted average price of shares sold. The price of the shares sold ranged from $5.64 to $5.85 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. These shares are held directly by Mat Ishbia and SFS Corp. has no interests in these shares. The conversion rights related to the UWM Paired Interests do not expire. These Restricted Stock Units ("RSUs") convert to Class A Common Stock on a one-for-one basis. These RSUs vest on March 1, 2026. The RSUs were granted pursuant to the 2020 Omnibus Incentive Plan.
