SEC Form 4 · accession 0001127602-18-014265

PNMAC Holdings, Inc. · PFSI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Stanford L Kurland

Officer — Executive Chairman · Director

Period of report

Apr 5, 2018

Accepted (ET)

Apr 9, 2018 · 1:52 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001568669

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F1,F2	Apr 5, 2018	S	56,138	$22.9755	D	149,743	D
Class A Common Stock^F1,F3	Apr 6, 2018	S	34,900	$23.2759	D	114,843	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Cl A Units of Private Nat'l Mortgage Acceptance Company, LLC^F4	—	holding	—	—	—	—	—	Class A Common Stock	284,348	284,348	D
Cl A Units of Private Nat'l Mortgage Acceptance Company, LLC^F4,F5	—	holding	—	—	—	—	—	Class A Common Stock	8,314,990	8,314,990	I
Nonstatutory Stock Option (Right to Buy)^F6	$21.03	holding	—	—	—	Jun 13, 2014	Jun 12, 2023	Class A Common Stock	107,656	107,656	D
Nonstatutory Stock Option (Right to Buy)^F7	$17.26	holding	—	—	—	Feb 26, 2015	Feb 25, 2024	Class A Common Stock	191,098	191,098	D
Nonstatutory Stock Option (Right to Buy)^F8	$17.52	holding	—	—	—	Mar 3, 2016	Mar 2, 2025	Class A Common Stock	161,529	161,529	D
Nonstatutory Stock Option (Right to Buy)^F9	$11.28	holding	—	—	—	Mar 7, 2017	Mar 6, 2026	Class A Common Stock	188,086	188,086	D
Nonstatutory Stock Option (Right to Buy)^F10	$18.05	holding	—	—	—	Mar 6, 2018	Mar 5, 2027	Class A Common Stock	138,504	138,504	D
Nonstatutory Stock Option (Right to Buy)^F11	$24.40	holding	—	—	—	Mar 9, 2019	Mar 8, 2028	Class A Common Stock	102,459	102,459	D

Explanation of responses

F1These shares of Class A Common Stock were sold pursuant to a 10b5-1 plan.
F10This nonstatutory stock option to purchase 138,504 shares of Class A Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 6, 2018, 2019 and 2020, subject to the Reporting Person's committed service through each date.
F11This nonstatutory stock option to purchase 102,459 shares of Class A Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 9, 2019, 2020 and 2021, subject to the Reporting Person's committed service through each date.
F2The price reported is the weighted average price of multiple transactions ranging from $22.80 to $23.15. The reporting person hereby undertakes to provide upon request to the SEC, the Issuer or a security holder of the Issuer the number of Class A Common Stock and the prices at which the transactions were effected.
F3The price reported is the weighted average price of multiple transactions ranging from $22.75 to $23.60. The reporting person hereby undertakes to provide upon request to the SEC, the Issuer or a security holder of the Issuer the number of Class A Common Stock and the prices at which the transactions were effected.
F4Pursuant to the terms of an exchange agreement, Class A Units of Private National Mortgage Acceptance Company, LLC are exchangeable for shares of Class A Common Stock of PennyMac Financial Services, Inc. on a one-for-one basis, subject to customary conversion rate adjustments, from and after the closing of PennyMac Financial Services, Inc.'s initial public offering.
F5These securities are held by Kurland Family Investments, LLC, of which Mr. Kurland is the sole manager. Mr. Kurland disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
F6This nonstatutory stock option to purchase 107,656 shares of Class A Common Stock of the Issuer will vest as to one-third of the optioned shares on each of June 13, 2014, 2015 and 2016, subject to the Reporting Person's continued service through each date.
F7This nonstatutory stock option to purchase 191,098 shares of Class A Common Stock of the Issuer will vest as to one-third of the optioned shares on each of February 26, 2015, 2016 and 2017, subject to the Reporting Person's continued service through each date.
F8This nonstatutory stock option to purchase 161,529 shares of Class A Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 3, 2016, 2017 and 2018, subject to the Reporting Person's continued service through each date.
F9This nonstatutory stock option to purchase 188,086 shares of Class A Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 7, 2017, 2018 and 2019, subject to the Reporting Person's committed service through each date.