WD Form 4: Theobald Reports 1,198 Dividend Equivalent Rights from RSUs

Rhea-AI Filing Summary

Walker & Dunlop insider filing: Stephen P. Theobald, EVP & Chief Operating Officer, reported an acquisition on 09/05/2025 of 1,198.049 dividend equivalent rights that are the economic equivalent of one share of the company each. The Form 4 shows the transaction coded “A” (acquisition) and lists a price of $0. The filing states these dividend equivalent rights accrued on restricted stock units held by the reporting person and vest proportionately with those restricted stock units. The Form was signed by an attorney-in-fact on 09/09/2025 and filed for Walker & Dunlop, Inc. (WD).

Insights

Financial Analyst

TL;DR: Routine compensation-related acquisition of dividend equivalents tied to RSUs; not a sales event and appears non-cash.

The Form 4 documents an internal compensation accrual: 1,198.049 dividend equivalent rights were acquired on 09/05/2025 and reported at a price of $0. These rights convert economically to one share each and vest in line with underlying restricted stock units. For investors, this is a governance/compensation disclosure rather than an indicator of immediate insider buying or selling activity.

Corporate Governance Expert

TL;DR: Disclosure aligns with standard Section 16 reporting for equity compensation; shows vesting-linked accruals rather than market transactions.

The filing identifies the reporting person as EVP & COO and reports dividend equivalent rights that accrue on existing restricted stock units. The transaction code is A, and the filing clarifies the economic equivalence to common shares and proportional vesting. Document appears procedural and consistent with executive compensation practices; no policy or governance anomaly is disclosed in the text provided.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider THEOBALD STEPHEN P

Role EVP & Chief Operating Officer

Type	Security	Shares	Price	Value
Grant/Award	Dividend Equivalent Rights	67.79	$0.00	--

Holdings After Transaction: Dividend Equivalent Rights — 1,198.049 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.

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^*

THEOBALD STEPHEN P

(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 Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025

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

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
Dividend Equivalent Rights	(1)	09/05/2025		A		67.79		(2)	(2)	Common Stock	67.79	$0	1,198.049	D

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-fact	09/09/2025
	** 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).
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