SEC Form 4 · accession 0001127602-18-032553
PennyMac Financial Services, Inc. · PFSI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph F Mazzella
Director
Period of report
Nov 6, 2018
Accepted (ET)
Nov 8, 2018 · 5:24 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001745916
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Nov 6, 2018 | A | 1,205 | $19.60 | A | 388,906 | D | |
| Common StockF2 | holding | — | — | — | 407,031 | I | Mazzella Family Irrevocable Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The Reporting Person received these shares in lieu of cash compensation payable for services rendered as a non-management director of the Issuer during the third quarter of 2018. The transaction is exempt under Rule 16b-3 of the Securities Exchange Act of 1934.
- F2On August 2, 2018, PennyMac Financial Services, Inc. ("Old PennyMac") entered into a Contribution Agreement and Plan of Merger (the "Reorganization Agreement") with various parties including, among others, New PennyMac Financial Services, Inc. (the "Issuer") and the Reporting Person. The Reorganization Agreement provided that Old PennyMac would reorganize under a new public holding company, eliminate its "Up-C" structure and transition to a single class of publicly-traded common stock held by all stockholders. On November 1, 2018, the transactions contemplated by the Reorganization Agreement were completed and the Class A Units of Private National Mortgage Acceptance Company, LLC previously held by the Reporting Person were exchanged for shares of Common Stock of the Issuer. The Issuer succeeded to Old PennyMac as a public-reporting company pursuant to Rule 12g-3 of the Securities Exchange Act of 1934, and changed its name to PennyMac Financial Services, Inc.
- F3The reported amount consists of 10,128 restricted stock units and 378,778 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.