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UWM Holdings Corporation entered into a $1.65 billion preferred equity and warrant financing with Oaktree Capital funds and Ishbia-affiliated entities and outlined a fully backstopped rights offering targeting at least $400 million, together forming a $2.05 billion strategic capital partnership aimed at strengthening liquidity and reducing debt.
The company issued 1,500,000 shares of Series A-1 and 150,000 shares of Series A-2 Preferred Stock at a $1,000 Stated Value per share, carrying cumulative dividends of 10.0% in cash or 13.0% if accreted, plus 330,000,000 Warrants split between $6.00 Class A and $2.00 Class B strikes, exercisable in cash through 2036. Oaktree gains significant consent rights, two board seats (plus an observer) and potential board majority after seven years or upon specified Events of Noncompliance, while extensive covenants constrain new debt, dividends and major corporate actions.
Management plans a registered Rights Offering for 200,000,000 Class A shares at the greater of $2.00 or 85% of a 10-day VWAP, fully backstopped by Oaktree and the Ishbia family. For the second quarter of 2026, UWM generated $39.7 billion of originations, $888.0 million of revenue and a net loss of $451.9 million, with Adjusted EBITDA of $185.9 million, non-funding debt-to-equity of 6.13 and approximately $1.3 billion of available liquidity; the board has suspended the quarterly common dividend.
UWM Holdings Corporation has filed an automatic shelf registration statement on Form S-3 as a well-known seasoned issuer, permitting it and certain selling stockholders to offer from time to time an indeterminate amount of Class A common stock, preferred stock, depositary shares, warrants and subscription rights.
The company may sell these securities in one or more offerings, while selling stockholders may resell Class A common stock, preferred stock and warrants; UWM will not receive proceeds from selling stockholder sales and expects to use any proceeds from its own sales for general corporate purposes. UWM operates an Up-C structure in which UWM Holdings Corporation owns Class A common units of UWM Holdings, LLC, and SFS Holding Corp. holds Class B common units paired with Class D non-economic common stock, which carries ten votes per share and significant voting influence.
UWM Holdings Corp EVP and Chief People Officer Laura Lawson received a grant of 2,689 shares of Class A common stock at $1.82 per share on July 31, 2026 under the Team Milestone Program for her 15-year anniversary, with the shares fully vested upon grant. Of these, 783 shares were mandatorily withheld by the company to satisfy minimum tax withholding obligations and were not sold. Lawson also holds restricted stock units that convert to Class A stock on a one-for-one basis, covering 548,848, 175,439 and 18,129 underlying shares granted under the 2020 Omnibus Incentive Plan.
UWM Holdings Corporation reported the results of its Annual Meeting of Stockholders held on June 3, 2026. Stockholders elected four directors: Stacey Coopes, Jeffrey A. Ishbia, Laura Lawson and Isiah Thomas, each receiving over 1.24 billion votes for.
Stockholders also ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 1,443,612,692 votes for, 2,318,843 against and 1,285,942 abstentions. In addition, they approved, on an advisory basis, the compensation of the company’s named executive officers, with 1,342,633,736 votes for and 8,340,970 against, alongside 404,046 abstentions and 95,838,725 broker non-votes.
UWM Holdings Corp EVP and COO Melinda Wilner reported a large RSU vesting and tax-withholding event. On May 19, 2026, 1,608,794 Restricted Stock Units vested and were settled into an equal number of Class A Common Stock shares on a one-for-one basis.
The company mandatorily withheld 662,059 of these shares to meet minimum tax withholding obligations, a disposition exempt under Rule 16b-3 and not an open-market sale. Following these transactions, Wilner holds 1,017,935 Class A shares directly, while her spouse holds 1,000 shares in a separate account. She also retains several unvested RSU awards tied to future vesting dates.
UWM Holdings Corp executive Alex Elezaj reported compensation-related equity activity involving Restricted Stock Units (RSUs) and Class A Common Stock. On May 19, 2026, 1,608,794 of his RSUs vested and were settled into an equal number of Class A shares. The company then mandatorily withheld 661,736 of those shares at $2.92 per share to cover minimum tax withholding obligations, which is explicitly stated not to be a sale by Elezaj. Following these transactions, he directly holds 1,261,035 Class A shares. He also retains multiple RSU awards that convert one-for-one into Class A shares and are scheduled to vest on March 1, 2027 and August 30, 2031.
UWM Holdings Corporation filed a Form 8-K after issuing a press release about its competing proposal for Two Harbors Investment Corp.. The release highlights that proxy advisor ISS recommended Two Harbors stockholders vote against the proposed CrossCountry Mortgage merger, which is priced at $12.00 per share.
ISS’s report referenced UWM’s competing offer, which it describes as having a higher headline value of $12.50 per share or stock upside, and questioned whether the Two Harbors board’s process has secured full value. ISS also recommended voting against a golden parachute compensation proposal and against adjourning the special meeting scheduled for May 19, 2026. UWM urges Two Harbors stockholders to vote against the CCM merger and related proposals to preserve the opportunity to engage on UWM’s proposal.
UWM Holdings Corporation reported a sharp turnaround to profitability for the quarter ended March 31, 2026. Total revenue rose to $901.4 million from $613.4 million a year earlier, driven by stronger loan production income and higher interest income.
Loan originations increased to $44.9 billion from $32.4 billion, with refinance volume more than doubling. Net income swung to $170.4 million from a net loss of $247.0 million, while net income attributable to Class A shareholders was $25.3 million, or $0.09 per diluted share.
Fair value of mortgage servicing rights grew to $4.59 billion, supported by $1.10 billion of MSR capitalization and MSR sales. The company used $2.23 billion of cash in operating activities, offset by $1.63 billion of cash provided by financing activities, including higher warehouse and MSR facility borrowings.