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  4. [Form 4] Velocity Financial, Inc. Insider Trading Activity

Velocity Financial (NYSE: VEL) CFO granted stock and PSU awards

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Velocity Financial, Inc. reported that its Chief Financial Officer, Mark R. Szczepaniak, acquired 19,132 shares of common stock and 19,132 Performance Stock Units on January 15, 2026, at a reference price of $19.6 per share. After these awards, he directly beneficially owned 118,326 shares of common stock and 137,458 Performance Stock Units, with an additional 49,929 shares of common stock held indirectly through a family trust.

The footnotes explain that the common stock grant is restricted stock that vests in equal annual installments over three years from the grant date. The Performance Stock Units are subject to forfeiture based on Velocity’s average annual Core Net Income Annual Growth for fiscal years 2026, 2027 and 2028, with potential vesting of between 0% and 200% of the granted PSUs after the end of fiscal year 2028.

Positive

  • None.

Negative

  • None.
Insider Szczepaniak Mark R
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award Common Stock 19,132 $19.60 $375K
Grant/Award Performance Stock Units 19,132 $19.60 $375K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 118,326 shares (Direct); Performance Stock Units — 137,458 shares (Direct); Common Stock — 49,929 shares (Indirect, Family trust)
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*
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)
01/15/2026
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) 19,132 A $19.6 118,326 D
Performance Stock Units 01/15/2026 A(2) V 19,132 A $19.6 137,458 D
Common Stock 49,929 I Family trust
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, by power of attorney 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Velocity Financial (VEL) disclose?

The filing shows that Chief Financial Officer Mark R. Szczepaniak acquired 19,132 shares of common stock and 19,132 Performance Stock Units on January 15, 2026 at a reference price of $19.6 per share.

How many Velocity Financial (VEL) shares does the CFO beneficially own after this filing?

After the reported transactions, the CFO beneficially owned 118,326 shares of common stock directly and 137,458 Performance Stock Units directly, plus 49,929 shares of common stock held indirectly through a family trust.

How do the restricted stock awards for the Velocity Financial (VEL) CFO vest?

The footnotes state that the common stock award is restricted stock that vests ratably over three years from the grant date, with vesting occurring annually.

What performance conditions apply to the Velocity Financial (VEL) Performance Stock Units?

The Performance Stock Units are subject to forfeiture based on Velocity’s average annual performance measured by Core Net Income Annual Growth for fiscal years 2026, 2027 and 2028, with potential vesting from 0% to 200% of the granted PSUs after fiscal year end 2028.

Are the Velocity Financial (VEL) shares held through a family trust part of this Form 4 transaction?

The Form 4 lists 49,929 shares of common stock held indirectly through a family trust as beneficially owned, but they are shown as a holding entry rather than as newly acquired or disposed shares in this transaction.

What role does the reporting person hold at Velocity Financial (VEL)?

The reporting person, Mark R. Szczepaniak, is identified as an officer of Velocity Financial, Inc., serving as the company’s Chief Financial Officer.