SCHEDULE: loanDepot Founder Hsieh Boosts Class A Control
Beneficial Ownership Update
Anthony Hsieh's beneficial ownership of loanDepot Class A Common Stock reached 31.83% following the automatic conversion of Class C shares to Class B.
Summary
- Anthony Hsieh's beneficial ownership of loanDepot, Inc. Class A Common Stock is 106,563,368 shares, representing 31.83% of the class.
- This percentage is calculated assuming the conversion of Hsieh's Class B Common Stock but no other Class B Common Stock.
- On February 11, 2026, all outstanding Class C Common Stock and Class D Common Stock automatically converted into Class B Common Stock and Class A Common Stock, respectively, pursuant to the Issuer's Amended and Restated Certificate of Incorporation dated February 11, 2021.
- As of February 11, 2026, 106,207,433 shares of Class B Common Stock were outstanding, and no shares of Class C or Class D Common Stock remained.
- Hsieh also holds 49,213 unvested restricted stock units (RSUs) and 1,500,000 unvested performance stock units (PSUs).
- The total outstanding Class A Common Stock on February 11, 2026, was 228,569,593 shares, as reported by the Issuer on a Form 8-K filed on February 12, 2026.
Sentiment
Score: 6
Explanation: StockSavvy.ai views this as a neutral to slightly positive development, as it clarifies and simplifies the capital structure by eliminating two share classes, though the core dual-class structure remains.
Positives
- The automatic conversion simplifies the company's capital structure by eliminating Class C and Class D share classes.
- Increased transparency regarding Anthony Hsieh's significant beneficial ownership stake.
Future Outlook
NA
Industry Context
StockSavvy.ai notes that multi-class share structures, while common in tech and founder-led companies, can sometimes raise corporate governance questions regarding voting power distribution. This conversion simplifies the structure by eliminating Class C and D, but the Class A/Class B distinction remains, concentrating significant voting power with certain holders.
Comparison to Industry Standards
- The 31.83% beneficial ownership by a single individual (Anthony Hsieh) is a significant stake, comparable to founder control seen in companies like Meta (Mark Zuckerberg) or Berkshire Hathaway (Warren Buffett), where founders maintain substantial voting influence through various share classes.
- The conversion of Class C and D shares into Class B and A simplifies the capital structure, a trend seen in some companies aiming for clearer investor communication, though the dual-class structure itself is a deviation from the one-share, one-vote standard often preferred by institutional investors.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Capital Structure Simplification | Automatic conversion of all outstanding Class C Common Stock and Class D Common Stock into Class B Common Stock and Class A Common Stock, respectively, as per the Amended and Restated Certificate of Incorporation. | 2026-02-11 | Simplifies the company's multi-class share structure by reducing the number of share classes, potentially improving clarity for investors, while maintaining the dual-class voting structure. |
Stakeholder Impact
- Shareholders: The conversion clarifies the capital structure and Anthony Hsieh's significant beneficial ownership. Holders of Class C and D shares now hold Class B or A, which have different rights (e.g., Class B not entitled to dividends/liquidation distributions).
Key Dates
| Date | Description |
|---|---|
| 2021-02-11 | Date of the Amended and Restated Certificate of Incorporation of the Issuer. |
| 2026-02-11 | Date of event requiring filing, when Class C and Class D Common Stock automatically converted into Class B and Class A Common Stock, respectively. |
| 2026-02-12 | Date loanDepot, Inc. reported 228,569,593 shares of Class A Common Stock outstanding on a Form 8-K. |
| 2026-02-13 | Date of signature for this Amendment No. 25 to Schedule 13D. |
Recommendation
holdThis filing is a routine update on beneficial ownership and a pre-scheduled conversion of share classes, not indicative of fundamental operational or financial performance changes. While it clarifies the capital structure, it doesn't present new information that would warrant a change in investment thesis. Therefore, a "hold" recommendation is appropriate for existing investors, and new investors should base decisions on broader company fundamentals rather than this specific filing.
Keywords
loanDepot, Anthony Hsieh, Schedule 13D, Beneficial Ownership, Class A Common Stock, Class B Common Stock, Stock Conversion, Corporate Governance, SEC Filing
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