Velocity Financial (NYSE: VEL) awards stock and PSUs to legal chief

Rhea-AI Filing Summary

Velocity Financial, Inc. reported that Chief Legal Officer and General Counsel Roland Thomas Kelly received new equity awards on January 15, 2026. He acquired 14,030 shares of common stock at $19.60 per share as restricted stock that vests in equal annual installments over three years from the grant date. He also received 14,030 Performance Stock Units (PSUs) at the same reference price. The PSUs can ultimately vest between 0% and 200% of the granted amount based on Velocity’s average annual Core Net Income growth for fiscal years 2026, 2027, and 2028, with vesting determined after the end of fiscal 2028. Following these grants, Kelly directly holds 112,891 shares of common stock and 126,921 PSUs.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Kelly Roland Thomas

Role Chief Legal Officer and GC

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	14,030	$19.60	$275K
Grant/Award	Performance Stock Units	14,030	$19.60	$275K

Holdings After Transaction: Common Stock — 112,891 shares (Direct); Performance Stock Units — 126,921 shares (Direct)

Footnotes (1)

1. Acquisition of restricted stock subject to annual vesting ratably over three years from grant date. Grant of Performance Stock Units. Under the terms of the grant, 100% of the PSUs are subject to forfeiture based on Velocity's average annual performance as measured by Core Net Income Annual Growth for fiscal years 2026, 2027 and 2028 with potential vesting of 0 to 200% of the granted PSUs following fiscal year end 2028.

Form 4 Insider Transactions: What Each Field Means →

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).

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^*

Kelly Roland Thomas

(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 Legal Officer and GC

3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026

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	01/15/2026		A(1)		14,030	A	$19.6	112,891	D
Performance Stock Units	01/15/2026		A(2)	V	14,030	A	$19.6	126,921	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. Acquisition of restricted stock subject to annual vesting ratably over three years from grant date.

2. Grant of Performance Stock Units. Under the terms of the grant, 100% of the PSUs are subject to forfeiture based on Velocity's average annual performance as measured by Core Net Income Annual Growth for fiscal years 2026, 2027 and 2028 with potential vesting of 0 to 200% of the granted PSUs following fiscal year end 2028.

Remarks:

	/s/ Roland T. Kelly	01/16/2026
	** 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 did Velocity Financial (VEL) disclose in this Form 4?

The filing shows that Chief Legal Officer and GC Roland Thomas Kelly received new equity awards on January 15, 2026, including restricted common stock and Performance Stock Units.

How many Velocity Financial shares did Roland Thomas Kelly acquire?

He acquired 14,030 shares of Velocity Financial common stock at a reference price of $19.60 per share as a restricted stock grant.

What are the vesting terms of the restricted stock granted to Kelly at VEL?

The 14,030 restricted shares are subject to vesting ratably over three years from the grant date, meaning they vest in equal annual installments.

How do the Performance Stock Units granted to Kelly at Velocity Financial vest?

Kelly received 14,030 Performance Stock Units. Vesting depends on Velocity’s average annual Core Net Income growth for fiscal years 2026, 2027 and 2028, with potential vesting between 0% and 200% after fiscal year end 2028.

How many Velocity Financial shares and units does Kelly hold after these grants?

After the reported transactions, Kelly beneficially owns 112,891 shares of common stock and 126,921 Performance Stock Units, all reported as directly held.

What is Roland Thomas Kelly’s role at Velocity Financial (VEL)?

Roland Thomas Kelly is reported as an officer of Velocity Financial, serving as Chief Legal Officer and General Counsel.