4//SEC Filing
PCP MANAGERS, L.P. 4
Accession 0001831631-25-000212
CIK 0001831631other
Filed
Sep 23, 8:00 PM ET
Accepted
Sep 24, 5:23 PM ET
Size
16.2 KB
Accession
0001831631-25-000212
Insider Transaction Report
Form 4
PCP MANAGERS GP, LLC
Director10% Owner
Transactions
- Conversion
Common Units
2025-09-22−3,388,886→ 0 total(indirect: By PCP Managers, L.P.)→ Class A Common Stock (3,388,886 underlying) - Other
Class C Common Stock
2025-09-22−3,388,886→ 0 total(indirect: By PCP Managers, L.P.) - Conversion
Class A Common Stock
2025-09-22+3,388,886→ 6,382,763 total(indirect: See Footnotes)
Dodson Andrew C
Director
Transactions
- Conversion
Common Units
2025-09-22−3,388,886→ 0 total(indirect: By PCP Managers, L.P.)→ Class A Common Stock (3,388,886 underlying) - Other
Class C Common Stock
2025-09-22−3,388,886→ 0 total(indirect: By PCP Managers, L.P.) - Conversion
Class A Common Stock
2025-09-22+3,388,886→ 6,382,763 total(indirect: See Footnotes)
Golson Brian P.
Director
Transactions
- Conversion
Common Units
2025-09-22−3,388,886→ 0 total(indirect: By PCP Managers, L.P.)→ Class A Common Stock (3,388,886 underlying) - Other
Class C Common Stock
2025-09-22−3,388,886→ 0 total(indirect: By PCP Managers, L.P.) - Conversion
Class A Common Stock
2025-09-22+3,388,886→ 6,382,763 total(indirect: See Footnotes)
PCP MANAGERS, LLC
Director10% Owner
Transactions
- Conversion
Common Units
2025-09-22−3,388,886→ 0 total(indirect: By PCP Managers, L.P.)→ Class A Common Stock (3,388,886 underlying) - Other
Class C Common Stock
2025-09-22−3,388,886→ 0 total(indirect: By PCP Managers, L.P.) - Conversion
Class A Common Stock
2025-09-22+3,388,886→ 6,382,763 total(indirect: See Footnotes)
Footnotes (5)
- [F1]In the reorganization transactions related to Issuer's IPO, shares of Issuer's Class C Common Stock, par value $0.001 ("Class C Common Stock"), were issued to certain holders of LD Holdings Group LLC ("LD Holdings") Class A Common Units ("Common Units") equal to the number of Common Units held by such holders. Pursuant to the Fourth Amended and Restated Limited Liability Company Agreement of LD Holdings, holders of Common Units may, subject to certain exceptions, from time to time require LD Holdings to redeem all or a portion of their Common Units (together with an equal number of shares of Class C Common Stock) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of Class A Common Stock, par value $0.001 ("Class A Common Stock") of the Issuer on a one-for-one basis or a cash payment equal to an average market price of one share of Class A Common Stock for each Common Unit so redeemed.
- [F2]The transaction date is the date the reporting persons elected to make the exchange described in footnotes 1 and 3, which exchange will occur effective as of October 1, 2025.
- [F3]PCP Managers, L.P. elected to exchange the Common Units held by it for an equal number of shares of Class A Common Stock. The shares of Class C Common Stock corresponding to the Common Units that were exchanged for Class A Common Stock were cancelled for no consideration.
- [F4]PCP Managers GP, LLC is the general partner of PCP Managers, L.P., a registered investment adviser under the Investment Advisers Act of 1940, as amended, and an affiliate of Parthenon Capital Partners ("Parthenon Capital"). Messrs. Golson and Dodson serve as directors of the issuer. Mr. Golson is the Co-CEO and Managing Partner at Parthenon Capital and Mr. Dodson is a Managing Partner at Parthenon Capital.
- [F5]PCP Managers GP, LLC and certain of the reporting persons and their affiliates may be deemed to beneficially own the securities owned of record by PCP Managers, L.P. Each of the reporting persons and their affiliates expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.
Documents
Issuer
loanDepot, Inc.
CIK 0001831631
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001555301
Filing Metadata
- Form type
- 4
- Filed
- Sep 23, 8:00 PM ET
- Accepted
- Sep 24, 5:23 PM ET
- Size
- 16.2 KB