Form 4: loanDepot Insiders Acquire Stock and RSUs
Insider Transaction Report
PCP Managers GP, LLC and affiliated directors acquired Class A Common Stock and Restricted Stock Units in loanDepot, Inc. on November 28, 2025.
Summary
- PCP Managers GP, LLC, a 10% owner and director of loanDepot, Inc. (LDI), along with affiliated directors Brian P. Golson and Andrew C. Dodson, reported an acquisition of securities.
- On November 28, 2025, 49,212 Restricted Stock Units (RSUs) were acquired, each representing a contingent right to receive one share of Class A Common Stock.
- Following this transaction, the reporting persons beneficially own 6,431,975 shares of Class A Common Stock and 98,426 Restricted Stock Units.
- The RSUs are scheduled to vest ratably on February 27, 2026, and May 29, 2026.
- Messrs. Golson and Dodson hold the RSUs for the benefit of PCP Managers, L.P., and disclaim all personal right, title, and interest in them.
Sentiment
Score: 6
Explanation: The acquisition of shares and RSUs by insiders is generally a positive signal, indicating confidence. However, the disclaimer of direct personal beneficial ownership by the directors for the benefit of an affiliated entity slightly tempers the direct 'insider buying' sentiment, making it moderately positive.
Positives
- Insider acquisition of 49,212 Restricted Stock Units and the underlying Class A Common Stock may signal confidence in the company's future performance.
- The vesting schedule provides a clear timeline for the conversion of these derivative securities into common stock, aligning insider interests with long-term company value.
Negatives
- The reporting persons, including directors Golson and Dodson, expressly disclaim beneficial ownership of the equity securities except to the extent of their pecuniary interests, indicating the holdings are primarily for the benefit of PCP Managers, L.P. rather than direct personal investment.
Future Outlook
The acquired Restricted Stock Units are scheduled to vest ratably on February 27, 2026, and May 29, 2026, indicating future share issuance contingent on continued service or performance.
Management Comments
- PCP Managers GP, LLC and certain reporting persons and their affiliates may be deemed to beneficially own the reported securities.
- Messrs. Golson and Dodson serve as directors of the Issuer and hold the RSUs for the benefit of PCP Managers, L.P., disclaiming all personal right, title, and interest in the RSUs.
- Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein.
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Clarification of Beneficial Ownership | Directors Brian P. Golson and Andrew C. Dodson hold Restricted Stock Units for the benefit of PCP Managers, L.P., and disclaim personal beneficial ownership, except for pecuniary interests. | 2021-05-06 | Clarifies the ultimate beneficiary of the RSU grants, indicating that the economic interest primarily resides with PCP Managers, L.P., an affiliate of Parthenon Capital Partners, rather than solely with the individual directors. |
Related Party Transactions
- Directors Brian P. Golson and Andrew C. Dodson, who are Co-CEO/Managing Partner and Managing Partner at Parthenon Capital respectively, hold Restricted Stock Units for the benefit of PCP Managers, L.P., an affiliate of Parthenon Capital Partners. PCP Managers GP, LLC is the general partner of PCP Managers, L.P. This arrangement constitutes a related party transaction.
Stakeholder Impact
- Shareholders may view the insider acquisition of securities as a positive indicator of management's belief in the company's future prospects, potentially boosting investor confidence.
- The vesting schedule of RSUs aligns the interests of the reporting persons with long-term shareholder value creation.
Next Steps
- Vesting of Restricted Stock Units on February 27, 2026.
- Vesting of Restricted Stock Units on May 29, 2026.
Key Dates
| Date | Description |
|---|---|
| 2025-11-28 | Transaction Date for the acquisition of Class A Common Stock and Restricted Stock Units. |
| 2025-12-01 | Signature Date for the Form 4 filing. |
| 2026-02-27 | First scheduled vesting date for the acquired Restricted Stock Units (ratably). |
| 2026-05-29 | Second scheduled vesting date for the acquired Restricted Stock Units (ratably). |
Keywords
loanDepot, LDI, SEC Form 4, Insider Trading, Restricted Stock Units, RSU, Class A Common Stock, Beneficial Ownership, PCP Managers GP, Parthenon Capital
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