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Walker & Dunlop (WD) COO awarded 142.566 dividend equivalent rights

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

Rhea-AI Filing Summary

THEOBALD STEPHEN P reported acquisition or exercise transactions in this Form 4 filing.

Walker & Dunlop, Inc. executive Stephen P. Theobald, EVP & Chief Operating Officer, received a grant of dividend equivalent rights tied to his existing equity awards. The award covers 142.566 dividend equivalent rights, each economically equivalent to one share of common stock.

These dividend equivalent rights accrued on restricted stock units already held by the executive and will vest proportionately with those underlying restricted stock units. Following this grant, he holds a total of 1,435.251 dividend equivalent rights directly.

Positive

  • None.

Negative

  • None.
Insider THEOBALD STEPHEN P
Role EVP & Chief Operating Officer
Type Security Shares Price Value
Grant/Award Dividend Equivalent Rights 142.566 $0.00 --
Holdings After Transaction: Dividend Equivalent Rights — 1,435.251 shares (Direct)
Footnotes (1)
  1. Each dividend equivalent right is the economic equivalent of one share of common stock of the Company. The dividend equivalent rights accrued on restricted stock units held by the reporting person and vest proportionately with the restricted stock units to which they relate.
Dividend equivalent rights granted 142.566 rights Grant to EVP & COO on dividend equivalents
Total dividend equivalent rights after grant 1,435.251 rights Holdings following the reported transaction
Underlying common stock equivalence 1 right = 1 share Each dividend equivalent right equals one share of common stock
Underlying common stock for this grant 142.566 shares Underlying common stock tied to granted rights
Dividend Equivalent Rights financial
"Each dividend equivalent right is the economic equivalent of one share of common stock of the Company."
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
restricted stock units financial
"The dividend equivalent rights accrued on restricted stock units held by the reporting person and vest proportionately with the restricted stock units to which they relate."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
derivative securities financial
"The transaction involves Dividend Equivalent Rights reported as derivative securities related to common stock."
Financial contracts whose value is tied to the price or performance of another asset, such as a stock, bond, commodity, index, or currency; examples include options, futures and swaps. They matter to investors because they let you protect against price swings, bet on future moves or gain larger exposure with less upfront cash—like using a lever or insurance policy on an investment—so they can amplify gains and losses and help manage portfolio risk.
SEC Form 4
FORM 4UNITED 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*
THEOBALD STEPHEN P

(Last)(First)(Middle)
C/O WALKER & DUNLOP, INC.
7272 WISCONSIN AVENUE, SUITE 1300

(Street)
BETHESDA MARYLAND 20814

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Walker & Dunlop, Inc. [ WD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP & Chief Operating Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Dividend Equivalent Rights(1)03/27/2026A142.566 (2) (2)Common Stock142.566$01,435.251D
Explanation of Responses:
1. Each dividend equivalent right is the economic equivalent of one share of common stock of the Company.
2. The dividend equivalent rights 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-fact03/31/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Walker & Dunlop (WD) report in this Form 4 for Stephen P. Theobald?

Walker & Dunlop reported that EVP & Chief Operating Officer Stephen P. Theobald received 142.566 dividend equivalent rights. These are equity-based compensation awards tied to existing restricted stock units and increase his total dividend equivalent rights holdings to 1,435.251.

What are the dividend equivalent rights granted to the Walker & Dunlop (WD) executive?

The filing states that each dividend equivalent right is the economic equivalent of one share of Walker & Dunlop common stock. They mirror the value of the underlying shares by tracking the company’s dividends without representing separate common shares at grant.

How many dividend equivalent rights does Stephen P. Theobald hold after this Walker & Dunlop (WD) transaction?

After the reported grant, Stephen P. Theobald holds a total of 1,435.251 dividend equivalent rights. This reflects the addition of 142.566 new rights to his prior balance, all held as direct derivative interests linked to Walker & Dunlop common stock.

How do the Walker & Dunlop (WD) dividend equivalent rights vest for the executive?

The filing explains that the dividend equivalent rights accrue on restricted stock units and vest proportionately with those units. This means the rights follow the same vesting schedule as the underlying restricted stock units already granted to Stephen P. Theobald.

Is this Walker & Dunlop (WD) Form 4 transaction an open-market stock purchase or sale?

No, the transaction is a grant, coded as an acquisition of derivative securities rather than a market trade. It represents compensation-related dividend equivalent rights associated with existing restricted stock units, not a buy or sell of common stock in the open market.
Walker & Dunlop Inc

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