[Form 4] Walker & Dunlop, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Daniel J. Groman, EVP, General Counsel, Secretary & CCO of Walker & Dunlop, Inc. (WD), reported a Form 4 disclosing accrual of 30.686 dividend equivalent rights tied to restricted stock units on 09/05/2025. The filing shows these dividend equivalent rights are the economic equivalent of one share each and vest proportionately with the underlying restricted stock units. After the reported transaction the filing lists 126.708 shares beneficially owned in a direct form. The Form 4 was signed by an attorney-in-fact on 09/09/2025. No cash price was paid for the rights (listed as $0).

Positive

• Transparent disclosure of compensation-related accruals by a senior officer
• Dividend equivalent rights clearly tied to RSUs and vest proportionately, clarifying future equity economics

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine insider reporting of dividend-equivalent accruals on restricted stock units; no sale or external transfer disclosed.

The Form 4 documents an accrual of dividend equivalent rights tied to RSUs for a senior officer, which is standard compensation-related activity and not a market-facing disposition. The report clarifies that these rights vest with the underlying RSUs and carry economic value equivalent to shares, but are recorded with a $0 price because they are not separate cash purchases. This disclosure maintains transparency around executive equity compensation and potential future dilution when RSUs vest.

Securities Analyst

TL;DR: Non-cash accrual increases reported beneficial ownership modestly; no trading or liquidity event indicated.

The filing shows an addition of 30.686 dividend equivalent rights and a post-transaction beneficial ownership figure of 126.708 shares (direct). Because the instrument is a dividend equivalent tied to RSUs and listed at $0, there is no immediate cash flow or market transaction. For investors, this is a disclosure of compensation accounting rather than a signal of insider buying or selling.

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
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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^*

Groman Daniel J

(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, GC, Secretrary & CCO

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		30.686		(2)	(2)	Common Stock	30.686	$0	126.708	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 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).
** 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 Daniel J. Groman report on the Form 4 for Walker & Dunlop (WD)?

He reported accrual of 30.686 dividend equivalent rights tied to restricted stock units on 09/05/2025 and a total of 126.708 shares beneficially owned following the transaction.

Does the Form 4 show any cash purchase or sale by the reporting person?

No. The filing lists the price as $0, indicating these are non-cash dividend equivalent rights accrued on RSUs rather than a market purchase or sale.

What is the nature of the dividend equivalent rights disclosed?

The filing states each dividend equivalent right is the economic equivalent of one share of common stock and that they vest proportionately with the related restricted stock units.

When was the Form 4 signed and who signed it?

The Form 4 was signed by Nicholas Eckstein, Attorney-in-fact on 09/09/2025.

What position does the reporting person hold at Walker & Dunlop?

The reporting person, Daniel J. Groman, is listed as EVP, General Counsel, Secretary & Chief Compliance Officer and a director.