Walker & Dunlop (NYSE: WD) CFO reports stock awards and tax share disposition

Rhea-AI Filing Summary

Walker & Dunlop EVP & CFO Gregory Florkowski reported multiple equity awards and a related tax share disposition. On February 13, 2026, he acquired 5,492 Deferred Stock Units, each representing one share of common stock, which are fully vested and will be settled in shares under the company’s deferred stock plan.

He also received 2,746 Restricted Stock Units, vesting in three equal annual installments beginning on February 15, 2027, and 12,124 shares of common stock as a grant, all at a stated price of $0.00 per share. On the same date, 2,883 shares of common stock were disposed of at $61.86 per share to satisfy tax withholding obligations, leaving him with 37,862.107 directly owned common shares.

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^*

Florkowski Gregory

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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	02/13/2026		A		12,124(1)	A	$0	40,745.107	D
Common Stock	02/13/2026		F		2,883	D	$61.86	37,862.107	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
Deferred Stock Units	(2)	02/13/2026		A		5,492		(3)	(3)	Common Stock	5,492	$0	5,492	D
Restricted Stock Units	(4)	02/13/2026		A		2,746		(5)	(5)	Common Stock	2,746	$0	2,746	D

Explanation of Responses:

1. The restricted stock vests in three equal annual installments beginning on February 15, 2027.

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

3. The deferred stock units are fully vested and will be settled in shares of the Issuer's common stock either (i) on a date selected by the reporting person pursuant to the Issuer's Management Deferred Stock Unit Purchase Plan, as amended (the "Plan"), or (ii) as otherwise provided by the Plan.

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

5. The restricted stock units will be settled in shares of the Issuer's common stock on a date selected by the reporting person pursuant to the Plan, subject to vesting acceleration pursuant to the Plan.

	/s/ Nicholas C. Eckstein, Attorney-in-fact	02/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did WD CFO Gregory Florkowski report?

Gregory Florkowski reported equity awards and a tax-related share disposition. He received deferred stock units, restricted stock units, and a common stock grant, and had shares withheld at $61.86 per share to cover tax obligations tied to these awards.

How many deferred stock units did WD CFO Gregory Florkowski receive?

He received 5,492 deferred stock units, each representing one share of Walker & Dunlop common stock. These units are fully vested and will be settled in shares on a date he selects under the company’s Management Deferred Stock Unit Purchase Plan.

What are the vesting terms of Gregory Florkowski’s restricted stock units at WD?

He received 2,746 restricted stock units that vest in three equal annual installments starting February 15, 2027. The units will be settled in Walker & Dunlop common shares in accordance with the company’s plan and any applicable vesting acceleration provisions.

Did the WD CFO dispose of any shares in this Form 4 filing?

Yes. 2,883 shares of Walker & Dunlop common stock were disposed of at $61.86 per share. The transaction is coded as tax withholding, meaning shares were delivered to satisfy tax liabilities tied to his equity awards, not as an open-market sale.

How many Walker & Dunlop common shares does the CFO own after these transactions?

Following these transactions, Gregory Florkowski directly owns 37,862.107 shares of Walker & Dunlop common stock. This figure reflects the new grant of 12,124 shares and the tax-withholding disposition of 2,883 shares reported for February 13, 2026.

How do the WD deferred stock units and restricted stock units convert into shares?

Each deferred stock unit and each restricted stock unit represents the right to receive one Walker & Dunlop common share. Deferred units are fully vested, while restricted units vest over time, and both settle in shares according to dates and rules set in the company’s plan.