ZELENY DENNIS 4

What Happened

• Dennis Zeleny, Executive Vice President & Chief Administrative Officer of Onity Group Inc. (ONIT), had 3,827 restricted stock units (RSUs) vest on March 29, 2026. Those RSUs converted into 3,827 common shares.
• To cover tax withholding, 1,506 of those shares were surrendered (withheld) at an implied value of $37.54 each, generating $56,535 to satisfy tax obligations. The net result was approximately 2,321 shares issued to Zeleny.
• This was not an open-market sale or purchase; it was vesting/conversion of an award and a tax-withholding disposition.

Key Details

• Transaction date: March 29, 2026; Form 4 filed March 31, 2026 (timely).
• Vesting/conversion: 3,827 RSUs converted to common shares (transaction code M).
• Tax withholding: 1,506 shares withheld to satisfy taxes at $37.54/share = $56,535 (transaction code F).
• Net shares received: ~2,321 (3,827 gross − 1,506 withheld).
• Shares owned after transaction: not specified in the filing.
• Footnotes: F1 — these RSUs were part of a March 29, 2024 grant of 11,481 RSUs vesting in three equal annual installments; F2 — shares were withheld to cover tax withholding.

Context

• This was a routine vesting of RSUs (not a market buy or sell). When RSUs vest, it’s common for companies to withhold a portion of shares to pay withholding taxes rather than require a cash payment.
• The filing shows no open-market sale of shares and no exercise price (RSUs convert without exercise cash). This is a non-trading issuance tied to prior compensation grants, not an explicit bullish or bearish trade signal.