Form 4: loanDepot CIO Converts Class C to Class B Stock

loanDepot's Chief Investment Officer, Jeffrey Michael DerGurahian, converted 1,598,390 shares of Class C Common Stock into Class B Common Stock on February 11, 2026, as part of a pre-defined reorganization.

Summary

• Jeffrey Michael DerGurahian, Chief Investment Officer of loanDepot, Inc. (LDI), reported a change in beneficial ownership.
• On February 11, 2026, 1,598,390 shares of Class C Common Stock were automatically converted into an equal number of Class B Common Stock.
• This conversion occurred pursuant to the Issuer's Amended and Restated Certificate of Incorporation, dated February 11, 2021, as part of the reorganization related to loanDepot's IPO.
• The shares are indirectly owned through Trilogy Management Investors Seven, LLC, and the reporting person disclaims beneficial ownership of other securities held by Trilogy Seven.
• Class B Common Stock, along with corresponding Common Units, can be converted into Class A Common Stock on a one-for-one basis or a cash payment equal to the average market price of one share of Class A Common Stock, at the Issuer's election.
• A previous reporting error was corrected, clarifying that ownership was through Trilogy Management Investors Seven, LLC, not Trilogy Management Investors Six, LLC, as previously reported.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, representing a routine, pre-scheduled corporate governance action rather than a discretionary transaction indicating a change in sentiment or operational performance.

Positives

• The conversion mechanism provides flexibility for future liquidity or ownership structure adjustments for the insider.

Future Outlook

The Class B Common Stock, along with corresponding Common Units, may be redeemed by holders for newly issued shares of Class A Common Stock on a one-for-one basis or a cash payment equal to an average market price of one share of Class A Common Stock, at the Issuer's election.

Industry Context

StockSavvy.ai notes that such conversions are common in companies that have undergone complex reorganizations, such as an IPO, to streamline ownership structures and provide pathways for insider liquidity while maintaining control. This multi-class stock structure is typical for companies aiming to balance public ownership with founder/insider control.

Corporate Governance

Related Party Transactions

• The reporting person holds an indirect interest in the securities through Trilogy Management Investors Seven, LLC, a related party. The reporting person disclaims beneficial ownership of all other securities held by Trilogy Seven.

Stakeholder Impact

• Minimal impact on public shareholders, as this is a pre-scheduled internal conversion of existing equity, not a new issuance or sale that would dilute ownership or significantly alter the company's capital structure at this stage.

Next Steps

• The Class B Common Stock and Common Units held by the reporting person may be converted into Class A Common Stock or redeemed for cash at the Issuer's election in the future, subject to certain exceptions.

Key Dates

Keywords

loanDepot, LDI, Jeffrey Michael DerGurahian, Chief Investment Officer, Form 4, insider transaction, stock conversion, Class C Common Stock, Class B Common Stock, Common Units, beneficial ownership, corporate governance