Filing Details
- Accession Number:
- 0000933136-25-000023
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2025-03-04 19:47:06
- Reporting Period:
- 2025-03-01
- Filing Date:
- 2025-03-04
- Accepted Time:
- 2025-03-04 19:47:06
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 933136 | Mr. Cooper Group Inc. | COOP | Finance Services (6199) | 911653725 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1543932 | K Jesse Bray | 8950 Cypress Waters Blvd. Coppell TX 75019 | Chief Executive Officer | Yes | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Disposition | 2025-03-01 | 25,946 | $112.37 | 206,125 | No | 4 | F | Direct | |
| Common Stock | Acquisiton | 2025-03-01 | 32,260 | $0.00 | 238,385 | No | 4 | A | Direct | |
| Common Stock | Acquisiton | 2025-03-03 | 129,562 | $0.00 | 367,947 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2025-03-03 | 50,983 | $112.37 | 316,964 | No | 4 | F | Direct | |
| Common Stock | Disposition | 2025-03-03 | 30,000 | $112.24 | 698,821 | No | 4 | S | Indirect | By The Jesse K. Bray Living Trust |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | F | Direct | |
| No | 4 | A | Direct | |
| No | 4 | M | Direct | |
| No | 4 | F | Direct | |
| No | 4 | S | Indirect | By The Jesse K. Bray Living Trust |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | 2025 Performance Stock Units | Acquisiton | 2025-03-01 | 47,834 | $0.00 | 47,834 | $0.00 |
| Common Stock | 2022 Performance Stock Units | Disposition | 2025-03-03 | 129,562 | $0.00 | 129,562 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 47,834 | No | 4 | A | Direct | ||
| 0 | No | 4 | M | Direct |
Footnotes
- Number of shares forfeited to pay tax withholding obligations upon the vesting of restricted stock units ("RSUs") granted by the Issuer under its 2019 Omnibus Incentive Plan.
- Represents a RSU award to the Reporting Person pursuant to Issuer's 2019 Omnibus Incentive Plan and is subject to the terms and conditions of the award agreement. Each RSU represents a contingent right to receive one share of Issuer's Common Stock. One-third of such RSUs shall vest on each of the first three anniversaries of the grant date; provided that the executive officer remains continuously employed by the Company through each such applicable vesting date.
- On March 3, 2025, 129,562 performance stock units ("PSUs") vested and converted into 129,562 shares of Common Stock, par value $.01 per share, pursuant to the terms of the award agreement dated March 1, 2022, which was subject to the achievement of total shareholder return ("TSR") performance vesting criteria that was determined to have been satisfied on March 3, 2025.
- Number of shares forfeited to pay tax withholding obligations upon the vesting of PSUs granted by the Issuer under the 2019 Omnibus Incentive Plan.
- The sales reported on this Form 4 were effected pursuant to a previously announced Rule 10b5-1 trading plan adopted by the Jesse K. Bray Living Trust (the "Trust") on June 13, 2024.
- The price reported in Column 4 is a weighted average price; the shares were sold in multiple transactions at prices ranging from $109.94 to $113.90, inclusive. Reporting Person, on behalf of the Trust, undertakes to provide to Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- Represents a grant of a target number of PSUs which are eligible to vest and be settled into shares of Common Stock in an amount between 0% and 200% of the target based on achievement of relative TSR and annualized tangible book value growth performance vesting criteria over a period of three years from January 1, 2025 through December 31, 2027, with 100% of the PSUs eligible to vest on the later of (a) the date Issuer's Compensation Committee certifies the achievement of the performance hurdles and (b) March 1, 2028.
- Converts to Common Stock on a one-for-one basis.
- The number of shares of Common Stock that would be received upon vesting of the PSUs, if any, may vary from 0% to 200% of the number shown depending on specified TSR performance over the relevant vesting period.
- The PSUs vest, if at all and to the extent of specified TSR performance, over a period of three years from March 1, 2022 through December 31, 2024.
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