STOCK TITAN

UWM (UWMC) CEO Mat Ishbia Disposes Shares; 180,737 RSUs Vest in 2026

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Mat Ishbia, President and CEO of UWM Holdings Corp (UWMC), reported multiple planned sales of Class A common stock under a 10b5-1 plan. The filings show three separate dispositions of 400,036 shares each on 09/09/2025, 09/10/2025, and 09/11/2025 at weighted average prices of $6.40, $6.77, and $6.99, respectively, plus an additional 279,989 shares sold (no price shown for that line). After the transactions Mat Ishbia and related SFS Corp reported beneficial ownership levels falling to 1,497,840 Class A shares. The report also discloses 180,737 RSUs that vest on March 1, 2026 and convert one-for-one into Class A shares. Sales were made pursuant to a 10b5-1 plan adopted March 17, 2025.

Positive

  • Sales executed under a documented 10b5-1 plan, providing an affirmative defense and indicating pre-planned liquidity
  • Disclosure of RSUs and vesting date (180,737 RSUs vesting March 1, 2026) provides transparency on future potential share issuance

Negative

  • Material reduction in beneficial ownership to 1,497,840 Class A shares after multiple large sales
  • Large, consecutive-day dispositions (three sales of 400,036 shares each) materially change insider stake metrics

Insights

TL;DR: Significant pre-planned insider sales reduced reported beneficial ownership but follow a 10b5-1 plan.

The filing documents sizeable, systematic dispositions by the CEO and related 10% holder across three consecutive trading days, reducing combined reported holdings materially. The transactions list weighted average sale prices between $6.32 and $7.10 per share, indicating execution over a price range rather than a single block sale. Because the sales were made under a 10b5-1 plan, they reflect pre-committed liquidity rather than opportunistic market timing, but the reduction in beneficial ownership is notable and changes the insider stake metrics investors use to assess alignment.

TL;DR: Insider sales are large but executed under a Rule 10b5-1 plan, which mitigates but does not eliminate governance questions.

The form shows Mat Ishbia exercising dispositive power via SFS Corp and selling shares under a documented 10b5-1 plan adopted March 17, 2025. From a governance perspective, structured plans provide affirmative defense against insider trading claims, yet repeated large disposals by a CEO can prompt stakeholder questions about insider confidence and future ownership concentration. The disclosure of RSUs vesting in March 2026 indicates continued potential future share issuance to management.

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)
09/09/2025
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 09/09/2025 S 400,036(1) D $6.4(2) 2,297,912 I See Footnote(3)
Class A Common Stock 09/10/2025 S 400,036(1) D $6.77(4) 1,897,876 I See Footnote(3)
Class A Common Stock 09/11/2025 S 400,036(1) D $6.99(5) 1,497,840 I See Footnote(3)
Class A Common Stock 279,989 D(6)
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
Restricted Stock Units (7) (8) (8) 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. Sold pursuant to the 10b5-1 Plan adopted by SFS Corp on March 17, 2025.
2. Represents the weighted average price of shares sold. The price of the shares sold ranged from $6.32 to $6.48 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.
3. 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.
4. Represents the weighted average price of shares sold. The price of the shares sold ranged from $6.53 to $6.89 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 $6.81 to $7.10 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. These shares are held directly by Mat Ishbia and SFS Corp. has no interests in these shares.
7. These Restricted Stock Units ("RSUs") convert to Class A Common Stock on a one-for-one basis.
8. These RSUs vest on March 1, 2026. The RSUs were granted pursuant to the 2020 Omnibus Incentive Plan.
Remarks:
/s/ Mat Ishbia 09/11/2025
/s/ Mat Ishbia, CEO, for SFS Holding Corp. 09/11/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Mat Ishbia sell in the Form 4 for UWMC?

He sold multiple blocks of Class A common stock; three sales of 400,036 shares on 09/09/2025, 09/10/2025, and 09/11/2025, plus an additional 279,989 shares reported.

Were the sales by Mat Ishbia part of a pre-arranged plan?

Yes. The sales were made pursuant to a 10b5-1 plan adopted by SFS Corp on March 17, 2025.

What prices were the shares sold at in the Form 4?

Weighted average prices disclosed: $6.40 for 09/09/2025 (range $6.32–$6.48), $6.77 for 09/10/2025 (range $6.53–$6.89), and $6.99 for 09/11/2025 (range $6.81–$7.10).

How many RSUs does Mat Ishbia hold and when do they vest?

180,737 Restricted Stock Units are reported; they convert one-for-one to Class A common stock and vest on March 1, 2026.

How is SFS Corp related to Mat Ishbia in these filings?

SFS Corp is a 10% holder whose shares are held directly by SFS Corp and indirectly by Mat Ishbia; Ishbia is CEO and sole director of SFS Corp and exercises voting and dispositive power.
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