Velocity Financial (VEL) CFO covers tax bill with 4,329-share withholding

Rhea-AI Filing Summary

Velocity Financial Inc.’s Chief Financial Officer, Mark R. Szczepaniak, reported a tax-related share withholding on January 23, 2026. The company withheld and retained 4,329 shares of common stock at $19.39 per share to cover tax liabilities from the vesting of previously granted restricted stock, rather than executing an open‑market sale. Following this transaction, 56,493 shares of common stock were held indirectly through a family trust and 123,191 shares were held directly by the executive.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Szczepaniak Mark R

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	4,329	$19.39	$84K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 56,493 shares (Indirect, Held through a family trust); Common Stock — 123,191 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^*

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)
01/23/2026

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	01/23/2026		F(1)		4,329	D	$19.39	56,493	I	Held through a family trust
Common Stock								123,191	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	01/26/2026
	** 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 on January 23, 2026?

Velocity Financial’s Chief Financial Officer, Mark R. Szczepaniak, reported that 4,329 shares of common stock were withheld and retained by the company on January 23, 2026 to cover tax liabilities from the vesting of previously granted restricted stock.

Was the Velocity Financial (VEL) CFO’s Form 4 transaction an open-market sale?

No. The filing states that the 4,329 shares were withheld and retained by Velocity as payment for tax liabilities from vesting restricted stock, rather than being sold on the open market.

How many Velocity Financial (VEL) shares does the CFO hold after the reported transaction?

After the transaction, the CFO was reported to beneficially own 56,493 shares of common stock indirectly through a family trust and 123,191 shares directly.

How are the withheld shares related to the CFO’s restricted stock at Velocity Financial (VEL)?

The footnote explains that the 4,329 withheld shares were used to pay tax obligations arising from the vesting of previously granted restricted stock awarded to the CFO.

What role does Mark R. Szczepaniak hold at Velocity Financial (VEL)?

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

How are some of the Velocity Financial (VEL) shares held for the CFO?

The Form 4 shows that 56,493 shares of common stock are held indirectly through a family trust, in addition to shares held directly by the CFO.