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Filing Details

Accession Number:: 0000950142-21-001142
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-03-31 18:43:16
Reporting Period:: 2021-03-29

Accepted Time:: 2021-03-31 18:43:16
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1805284	Rocket Companies Inc.	RKT	Mortgage Bankers & Loan Correspondents (6162)	844946470

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1817411	L. Jennifer Gilbert	C/O Rocket Companies, Inc. 1050 Woodward Avenue Detroit MI 48226		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class D Common Stock	Disposition	2021-03-29	20,200,000	$0.00	1,846,977,661	No	4	D	Indirect	By spouse, see footnote
Class A Common Stock	Acquisiton	2021-03-29	20,200,000	$0.00	20,200,000	No	4	X	Indirect	By spouse, see footnote
Class A Common Stock	Disposition	2021-03-29	20,200,000	$24.75	0	No	4	S	Indirect	By spouse, see footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	D	Indirect	By spouse, see footnote
No	4	X	Indirect	By spouse, see footnote
No	4	S	Indirect	By spouse, see footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class B Common Stock And Class A Common Stock	Non-voting common interest units of RKT Holdings, LLC	Disposition	2021-03-29	20,200,000	$0.00	20,200,000	$0.00
Class A Common Stock	Class B common stock	Acquisiton	2021-03-29	20,200,000	$0.00	20,200,000	$0.00
Class A Common Stock	Class B common stock	Disposition	2021-03-29	20,200,000	$0.00	20,200,000	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
1,846,977,661	No	4	D	Indirect
20,200,000	No	4	A	Indirect
0	No	4	X	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class D Common Stock	800,000	Indirect	By spouse, see footnote
Class D Common Stock	1,101,822	Indirect	By spouse, see footnote
Class A Common Stock	28,334	Indirect	By spouse, see footnote
Class A Common Stock	344,231	Indirect	By spouse, see footnote

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class B Common Stock And Class A Common Stock	Non-voting common interest units of RKT HoldingsLLC	$0.00			800,000	800,000	Indirect
Class B Common Stock And Class A Common Stock	Non-voting common interest units of RKT Holdings, LLC	$0.00			1,101,822	1,101,822	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	800,000	800,000	Indirect
	1,101,822	1,101,822	Indirect

Footnotes

Shares of Class D common stock of the Issuer have 10 votes per share but no economic rights (including rights to dividends and distributions upon liquidation) and are issued in an equal amount to the number of non-voting common interest units of RKT Holdings, LLC ("Holdings Units") held.
Pursuant to the terms of the Exchange Agreement, dated as of August 5, 2020, by and among the Issuer, RKT Holdings, LLC, Rock Holdings Inc. ("RHI"), Daniel Gilbert and the holders of Holding Units and shares of Class C common stock or Class D common stock from time to time party thereto (the "Exchange Agreement"), Holdings Units, together with a corresponding number of shares of Class D common stock or Class C common stock, may be exchanged for, at the option of the Issuer, (i) shares of Class B common stock or Class A common stock of the Issuer, as applicable, on a one-for-one basis, or (ii) cash from a substantially concurrent public offering or private sale (based on the price of the Class A common stock in such public offering or private sale), subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. The exchange rights under the Exchange Agreement do not expire.
Pursuant to the terms of the Issuer's Certificate of Incorporation, each share of the Issuer's Class B common stock will automatically convert into one share of Class A common stock, and each share of the Issuer's Class D common stock will automatically convert into one share of our Class C common stock, (i) at the option of the holder, (ii) immediately prior to any transfer of such share except for certain transfers described in the Issuer's Certificate of Incorporation and (iii) if the reporting person and its permitted transferees own less than 10% of the Issuer's issued and outstanding common stock.
Pursuant to the terms of the Exchange Agreement, RHI exchanged 20,200,000 of Holding Units and a corresponding number shares of Class D common stock for the same number of shares of Class B common stock.
Pursuant to the terms of the Issuer's Certificate of Incorporation, each share of Class B common stock was automatically converted into one share of Class A common stock immediately prior to the Reported Sale (as defined below).
These shares were sold in a private transaction (the "Reported Sale"). Rocket Companies' Chairman, Dan Gilbert, the largest investor in RHI, plans to use his portion of the proceeds to help fund his recently announced $500 million commitment to revitalizing Detroit neighborhoods. Following the sale, RHI continues to maintain approximately 93% interest in Rocket Companies.
Pursuant to Instruction 4(c)(iii), this response has been left blank.
Directly owned by Daniel Gilbert, the spouse of the reporting person.
Directly owned by RHI. Daniel Gilbert, the spouse of the reporting person, is the majority shareholder of RHI and has voting and dispositive control and beneficial ownership with respect to the shares of the Issuer's common stock held of record by RHI.
Directly owned by entities affiliated with Daniel Gilbert.
Directly owned by a wholly-owned subsidiary of RHI. Daniel Gilbert, the spouse of the reporting person, is the majority shareholder of RHI and has voting and dispositive control and beneficial ownership with respect to these shares.