STOCK TITAN

Mat Ishbia (NYSE: UWMC) details 79.4% stake and voting cap

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

UWM Holdings Corporation’s controlling holders, Mat Ishbia and SFS Holding Corp., filed Amendment No. 15 to their Schedule 13D to update ownership and recent activity under a previously adopted 10b5-1 trading plan.

SFS Holding Corp. directly holds 1,265,482,620 shares of Class D Stock, which are convertible or exchangeable, along with Class B Units in Holdings LLC, into an equal number of Class A Common shares. Based on 330,887,769 Class A shares outstanding, the reporting persons beneficially own 1,265,482,620 shares of Class A Stock, or 79.4% of that class.

Due to a Voting Limitation in UWM’s Certificate of Incorporation, no holder may vote more than 79% of the total voting power. As a result, although the reporting persons would otherwise control 99.9% of the voting power through 100% ownership of Class D Stock with ten votes per share, their voting power is capped at 79%.

Positive

  • None.

Negative

  • None.

Insights

Amendment confirms Ishbia’s maintained supermajority stake and capped voting control.

The amendment shows SFS Holding Corp. holding 1,265,482,620 Class D shares, convertible into Class A Stock, giving the reporting group beneficial ownership of 1,265,482,620 Class A shares, or 79.4% of the Class A outstanding.

The filing also reiterates that, despite this economic and voting concentration, a charter Voting Limitation restricts any holder’s voting power to 79%. Without this limit, the reporting persons would command 99.9% voting power. The amendment primarily updates ownership and activity under a 10b5-1 plan, without describing a structural change.

Mat Ishbia aggregate beneficial ownership 1,270,717,132 shares Aggregate amount beneficially owned by Mat Ishbia on cover page
SFS Holding Corp. beneficial ownership 1,265,482,620 shares Aggregate amount beneficially owned by SFS Holding Corp.
Beneficial ownership percentage (Mat Ishbia) 79.7% Percent of UWM Class A represented by Mat Ishbia’s aggregate amount
Beneficial ownership percentage (SFS Holding Corp.) 79.4% Percent of UWM Class A represented by SFS Holding Corp.’s holdings
Class A shares outstanding 330,887,769 shares Class A Stock outstanding as of the amendment date
Voting Limitation cap 79% voting power Charter limit on any holder’s voting power across all capital stock
Hypothetical voting power without cap 99.9% voting power Voting power the reporting persons would hold absent the Voting Limitation
Schedule 13D regulatory
"Item 4 of the Schedule 13 D is hereby amended by the addition of the following"
A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.
10b5-1 trading arrangement regulatory
"SFS Corp. adopted a 10b5-1 trading arrangement (the "10b5-1 Plan")."
beneficially own financial
"is deemed to beneficially own the 1,265,482,620 shares of Class A Stock"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
Voting Limitation regulatory
"due to the voting limitation contained in the Issuer's Certificate of Incorporation"
Class D Stock financial
"SFS Corp. directly holds an aggregate of 1,265,482,620 shares of Class D Stock"
Class B Units in Holdings LLC financial
"convertible or exchangeable, along with the Class B Units in Holdings LLC, into shares of Class A Stock"





If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D


Mat Ishbia
Signature:/s/ Mat Ishbia
Name/Title:Mat Ishbia
Date:04/23/2026
SFS Holding Corp.
Signature:/s/ Mat Ishbia
Name/Title:Mat Ishbia, Chief Executive Officer
Date:04/23/2026

FAQ

What does UWM Holdings (UWMC) Amendment No. 15 to Schedule 13D disclose?

Amendment No. 15 updates the holdings of Mat Ishbia and SFS Holding Corp., confirming beneficial ownership of 1,265,482,620 UWM Class A shares and describing recent sales executed under a previously adopted Rule 10b5-1 trading plan.

How much of UWM Holdings (UWMC) Class A Stock do the reporting persons beneficially own?

The reporting persons are deemed to beneficially own 1,265,482,620 shares of UWM Class A Stock, representing 79.4% of the 330,887,769 Class A shares outstanding as of the filing date, primarily through convertible or exchangeable Class D Stock held by SFS Holding Corp.

What is the Voting Limitation described in the UWM Holdings (UWMC) filing?

UWM’s charter includes a Voting Limitation that prevents any holder from exercising more than 79% of the voting power across all outstanding capital stock voting together. This cap applies even if their economic or theoretical voting interest would otherwise be higher.

How much voting power do Mat Ishbia and SFS Holding Corp. control at UWM Holdings (UWMC)?

Although their holdings would otherwise give them 99.9% of UWM’s voting power, the charter’s Voting Limitation caps their effective voting control at 79%. This cap applies to all matters where capital stock votes together as a single class.

What role does SFS Holding Corp. play in UWM Holdings (UWMC) ownership?

SFS Holding Corp. directly owns 1,265,482,620 shares of Class D Stock, each carrying ten votes and convertible or exchangeable into UWM Class A Stock. These securities form the core of the reporting group’s 79.4% beneficial ownership of Class A shares.

Why was this UWM Holdings (UWMC) Schedule 13D amendment filed now?

The amendment states it is being filed to reflect sales of securities executed under a previously disclosed Rule 10b5-1 trading arrangement adopted by SFS Holding Corp., and to update the related beneficial ownership and voting power information.