Wade Aaron D 4

4 · ONITY GROUP INC. · Filed Apr 7, 2026

AI-generated summary of this filing

Updated Apr 7, 2026

ONITY (ONIT) EVP Wade Aaron D Receives RSU Award; Shares Withheld

What Happened

Wade Aaron D, EVP & Chief Investment Officer of ONITY Group Inc. (ONIT), had restricted stock units (RSUs) convert to common shares on April 3, 2026. A total of 7,605 RSUs vested (5,852 from a performance-based award and 1,753 from a time-based award). To satisfy tax-withholding obligations, 3,869 shares were withheld (2,977 shares and 892 shares) at $39.67 per share, producing total withholding proceeds of $153,484. Net issued shares to the insider after withholding were approximately 3,736 shares.

Key Details

Transaction date: April 3, 2026; Form 4 filed April 7, 2026 (timely filing).
Vested/converted: 5,852 RSUs (performance-based) and 1,753 RSUs (time-based) = 7,605 shares.
Shares withheld for taxes: 2,977 shares @ $39.67 = $118,098; 892 shares @ $39.67 = $35,386; total withheld value = $153,484.
Net shares received: ~3,736 shares (7,605 vested − 3,869 withheld).
Shares owned after transaction: not specified in the Form 4.
Relevant footnotes: the 5,852 units came from a performance-based award (target reported earlier; vesting depended on TSR vs. peers) and the 1,753 units were part of a time-based grant. Each RSU converts to one share on vesting. Withholding was done pursuant to award terms.

Context

This was not an open-market sale or cash purchase. It reflects RSU vesting and routine tax withholding (a common administrative transaction), not a directional buy or sell signal.
The filing shows conversion of RSUs (derivative-to-stock event) and share withholding to cover taxes — effectively a cashless settlement of tax obligations rather than an intentional sale for investment purposes.

Form 4

Period: 2026-04-03

EVP & Chief Inv. Officer

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-04-03+5,852→ 21,990 total
Tax Payment
Common Stock
[F2]
2026-04-03$39.67/sh−2,977$118,098→ 19,013 total
Exercise/Conversion
Common Stock
[F3]
2026-04-03+1,753→ 20,766 total
Tax Payment
Common Stock
[F2]
2026-04-03$39.67/sh−892$35,386→ 19,874 total
Exercise/Conversion
Restricted Stock Units
[F4][F1][F5]
2026-04-03−5,852→ 0 total
→ Common Stock (5,852 underlying)
Exercise/Conversion
Restricted Stock Units
[F4][F3][F5]
2026-04-03−1,753→ 0 total
→ Common Stock (1,753 underlying)

Footnotes (5)

[F1]On April 3, 2023, the reporting person was granted 5,259 restricted stock units subject to both a performance-based condition and a time-based vesting schedule. The target number of units subject to the award is reported above. Between 0% and 200% of the target number of units would be eligible to vest on April 3, 2026 based on the relative ranking of the Issuer's absolute total shareholder return compared to the absolute total shareholder return of companies within the Issuer's pre-established peer group at designated measurement periods. 5,852 restricted stock units vested pursuant to the award on April 3, 2026.
[F2]Shares withheld pursuant to terms of the award to cover tax withholding obligations.
[F3]On April 3, 2023, the reporting person was granted 5,259 restricted stock units scheduled to vest in three approximately equal annual installments on the first, second, and third anniversaries of grant, subject to the reporting person's continued employment and certain other conditions.
[F4]Each restricted stock unit represents a contingent right to receive one share of ONIT common stock on the vesting date.
[F5]Not applicable.

Signature

/s/ Leah E. Hutton, Attorney-in-Fact for Aaron D. Wade|2026-04-07

1 file