Velocity Financial (VEL) CFO has 3,374 shares withheld for taxes

Rhea-AI Filing Summary

Velocity Financial, Inc. Chief Financial Officer Mark R. Szczepaniak reported a Form 4 transaction related to company stock. On January 21, 2026, 3,374 shares of common stock held through a family trust were withheld by Velocity Financial at $19.53 per share to pay tax liabilities arising from the vesting of previously granted restricted stock.

After this tax-withholding event, the family trust held 52,754 shares of Velocity Financial common stock indirectly, and Szczepaniak also reported 131,259 shares held directly. The filing reflects a routine tax-related share withholding rather than an open market trade.

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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^*

Szczepaniak Mark R

(Last) (First) (Middle)

C/O VELOCITY FINANCIAL, INC.

2945 TOWNSGATE ROAD, SUITE 110

(Street)

WESTLAKE VILLAGE CA 91361

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Velocity Financial, Inc. [ VEL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/21/2026

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

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

X	Form filed by One Reporting Person
	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
Common Stock	01/21/2026		F(1)		3,374	D	$19.53	52,754	I	Held through a family trust
Common Stock								131,259	D

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

Explanation of Responses:

1. Shares withheld and retained by Velocity as payment for tax liabilities resulting from the vesting of previously granted restricted stock.

Remarks:

	/s/ Roland T. Kelly, by power of attorney	01/22/2026
	** 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 insider transaction did VEL disclose in this Form 4?

The Form 4 reports that 3,374 shares of Velocity Financial common stock were withheld by the company at $19.53 per share to cover tax liabilities from the vesting of previously granted restricted stock.

Who is the insider involved in this VEL stock transaction?

The reporting person is Mark R. Szczepaniak, the Chief Financial Officer of Velocity Financial, Inc.

How were the 3,374 VEL shares held before the tax withholding?

The 3,374 shares of common stock were held indirectly through a family trust before being withheld to satisfy tax obligations.

How many VEL shares does the CFO report owning after the transaction?

Following the tax-withholding transaction, the filing shows 52,754 shares of common stock held indirectly through a family trust and 131,259 shares held directly.

Does this VEL Form 4 reflect an open market sale by the CFO?

No. According to the explanation, the 3,374 shares were withheld and retained by Velocity Financial to pay tax liabilities from the vesting of restricted stock, rather than sold in the open market.

What does transaction code "F" indicate in this VEL Form 4?

The transaction is coded "F", and the footnote explains that shares were withheld and retained by Velocity as payment for tax liabilities linked to vesting restricted stock.