Velocity Financial (VEL) CLO reports 16,170-share tax withholding event

Rhea-AI Filing Summary

Velocity Financial, Inc. insider tax-withholding transaction reported

Chief Legal Officer and General Counsel Roland Thomas Kelly reported a disposition of 16,170 shares of Velocity Financial common stock on January 28, 2026. The shares were withheld and retained by Velocity as payment for tax liabilities tied to vesting performance stock units.

Following this tax-withholding event, Kelly beneficially owned 118,994 shares of Velocity Financial common stock in direct ownership. The filing reflects an administrative share withholding for taxes rather than an open‑market trade.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Kelly Roland Thomas

Role Chief Legal Officer and GC

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	16,170	$20.22	$327K

Holdings After Transaction: Common Stock — 118,994 shares (Direct)

Footnotes (1)

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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)
01/28/2026

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	01/28/2026		F(1)		16,170	D	$20.22	118,994	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 PSUs.

Remarks:

	/s/ Roland T. Kelly	01/29/2026
	** 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 Velocity Financial (VEL) report for January 28, 2026?

Velocity Financial reported a Form 4 transaction where Chief Legal Officer Roland Thomas Kelly had 16,170 common shares withheld. These shares were retained by the company to satisfy tax liabilities from vesting performance stock units, not from an open‑market sale.

Who is the insider involved in the latest Velocity Financial (VEL) Form 4 filing?

The insider is Roland Thomas Kelly, Velocity Financial’s Chief Legal Officer and General Counsel. He reported a tax-related share withholding transaction involving 16,170 common shares, with the company retaining the shares to cover tax obligations from vesting PSUs.

How many Velocity Financial (VEL) shares does Roland Thomas Kelly own after the reported transaction?

After the January 28, 2026 transaction, Roland Thomas Kelly beneficially owned 118,994 shares of Velocity Financial common stock. This total reflects his direct holdings following the 16,170 shares withheld to cover tax liabilities associated with vesting performance stock units.

What does the transaction code “F” mean in the Velocity Financial (VEL) Form 4?

In this Form 4, transaction code “F” indicates shares were withheld to pay taxes on the vesting of equity awards. Velocity Financial retained 16,170 common shares from Roland Thomas Kelly to satisfy tax liabilities from previously granted performance stock units.

Was the Velocity Financial (VEL) Form 4 transaction an open‑market sale?

No, the Form 4 describes a tax‑withholding event, not an open‑market sale. Velocity Financial withheld and retained 16,170 common shares from Roland Thomas Kelly to cover tax liabilities arising from vesting of previously granted performance stock units.