Walker & Dunlop (WD) CEO reports unit settlements and share sale in Form 4

Rhea-AI Filing Summary

William M. Walker, Chairman & CEO of Walker & Dunlop, Inc., reported equity award settlements and share movements dated January 30, 2026. He acquired 7,829.986 shares of common stock at $0.00 per share upon the settlement of deferred stock units, restricted stock units, and related dividend equivalent rights. On the same date, he disposed of 3,251 common shares at $62.89 per share. Following these transactions, he directly owned 440,392.192 common shares, with additional indirect holdings of 540,147 shares through Walker Family Holdings LLC and 3,955 shares each as custodian for three sons.

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^*

Walker William M

(Last) (First) (Middle)

C/O WALKER & DUNLOP, INC.

7272 WISCONSIN AVENUE, SUITE 1300

(Street)

BETHESDA MD 20814

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Walker & Dunlop, Inc. [ WD ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman & CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

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	01/30/2026		M		7,829.986	A	$0.00	443,643.192	D
Common Stock	01/30/2026		F		3,251	D	$62.89	440,392.192	D
Common Stock								540,147	I	By Walker Family Holdings LLC
Common Stock								3,955	I	As Custodian for Son 1
Common Stock								3,955	I	As Custodian for Son 2
Common Stock								3,955	I	As Custodian for Son 3

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
Deferred Stock Units	(1)	01/30/2026		M			4,982	(2)	(2)	Common Stock	4,982	$0.00	0	D
Restricted Stock Units	(3)	01/30/2026		M			2,491	(4)	(4)	Common Stock	2,491	$0.00	0	D
Dividend Equivalent Rights	(5)	01/30/2026		M			356.986	(6)	(6)	Common Stock	356.986	$0.00	104.4454	D

Explanation of Responses:

1. Each deferred stock unit represents the right to receive one share of common stock of the Issuer.

2. The deferred stock units are fully vested and were settled in shares of the Issuer's common stock on January 30, 2026 pursuant to the Walker & Dunlop, Inc. Management Deferred Stock Unit Purchase Plan.

3. Each restricted stock unit represents the right to receive one share of common stock of the Issuer.

4. The restricted stock units were settled in shares of the Issuer's common stock on January 30, 2026.

5. Each dividend equivalent right is the economic equivalent of one share of the common stock of the Issuer

6. The dividend equivalent right accrued on restricted stock units held by the reporting person and vest proportionately with the restricted stock units to which they relate.

	/s/ Nicholas C. Eckstein, Attorney-in-fact	02/03/2026
	** 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 William M. Walker report in his latest Form 4 for Walker & Dunlop (WD)?

William M. Walker reported equity award settlements and share movements dated January 30, 2026. He acquired 7,829.986 Walker & Dunlop common shares at $0.00 per share and disposed of 3,251 shares at $62.89 per share in directly held accounts.

How many Walker & Dunlop (WD) shares does William M. Walker directly own after this Form 4?

After the reported transactions, William M. Walker directly owns 440,392.192 Walker & Dunlop common shares. This figure reflects the net impact of award settlements adding 7,829.986 shares and a sale of 3,251 shares reported on January 30, 2026.

What derivative awards were settled in William M. Walker’s Form 4 for Walker & Dunlop (WD)?

The Form 4 shows settlement of deferred stock units, restricted stock units, and dividend equivalent rights into Walker & Dunlop common stock. Specifically, 4,982 deferred stock units, 2,491 restricted stock units, and 356.986 dividend equivalent rights were converted into common shares on January 30, 2026.

What indirect holdings of Walker & Dunlop (WD) stock are reported for William M. Walker?

Indirectly, William M. Walker reports 540,147 Walker & Dunlop common shares held by Walker Family Holdings LLC. He also reports 3,955 shares each held as custodian for Son 1, Son 2, and Son 3, all classified as indirect beneficial ownership.

What sale of Walker & Dunlop (WD) shares is disclosed in this Form 4?

The Form 4 discloses that William M. Walker disposed of 3,251 Walker & Dunlop common shares on January 30, 2026. The reported sale price was $62.89 per share, and the transaction is coded with transaction code “F” in the filing.

Did William M. Walker retain any dividend equivalent rights in Walker & Dunlop (WD) after these transactions?

Yes. After converting 356.986 dividend equivalent rights into Walker & Dunlop common stock on January 30, 2026, William M. Walker reports a remaining balance of 104.4454 dividend equivalent rights held directly, according to the derivative securities table.