Form 4: Parthenon Capital Affiliates Divest LDI Shares

Affiliates of Parthenon Capital, including directors Andrew Dodson and Brian Golson, reported sales of over 1.3 million shares of loanDepot Class A Common Stock.

Summary

• PCP Managers GP, LLC, Andrew C. Dodson, Brian P. Golson, and PCP Managers, L.P. reported sales of loanDepot, Inc. (LDI) Class A Common Stock.
• On September 15, 2025, 717,287 shares of Class A Common Stock were sold at a weighted average price of $4.5296 per share, with prices ranging from $4.50 to $4.80.
• This sale included 661,264 shares by PCap Partners III, LLC and 56,023 shares by PCP Partners IV, L.P.
• Following this transaction, 3,598,856 shares were beneficially owned indirectly.
• On September 16, 2025, an additional 604,979 shares of Class A Common Stock were sold at a weighted average price of $4.4896 per share, with prices ranging from $4.40 to $4.58.
• This second sale included 260,632 shares by PCap Partners III, LLC, 22,081 shares by PCP Partners IV, L.P., and 322,266 shares by PCP Managers, L.P.
• After all reported transactions, 2,993,877 shares are beneficially owned indirectly.
• The reporting persons are directors and/or 10% owners of loanDepot, Inc. and are affiliated with Parthenon Capital Partners.
• The reporting persons undertake to provide specific trade amounts and pricing within the stated ranges upon request.

Sentiment

Score: 3

Explanation: The sentiment is negative due to significant insider selling by multiple affiliated parties, including directors and 10% owners. This action typically signals a lack of confidence or a belief that the stock is overvalued by those closest to the company.

Negatives

• Significant insider selling by directors and 10% owners could be interpreted as a signal of reduced confidence in the company's future prospects or that the stock is fully valued.

Future Outlook

NA

Management Comments

• The reporting persons undertake to provide the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, specific trade amounts and pricing within the ranges set forth in the footnotes of this Form 4 at which the respective transactions were affected.
• PCP Managers GP, LLC and certain of the reporting persons and their affiliates may be deemed to beneficially own the securities owned of record by the selling entities and PCP Managers, L.P. Each of the reporting persons and their affiliates expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein.

Industry Context

NA

Related Party Transactions

• Sales of Class A Common Stock were conducted by entities (PCap Partners III, LLC, PCP Partners IV, L.P., and PCP Managers, L.P.) affiliated with PCP Managers GP, LLC, which is the general partner of PCP Managers, L.P. and an affiliate of Parthenon Capital Partners. Directors Andrew C. Dodson and Brian P. Golson are also associated with these entities and Parthenon Capital, making these transactions related party dealings.

Stakeholder Impact

• Shareholders may view the significant insider selling negatively, potentially leading to decreased investor confidence and downward pressure on the stock price.
• The company's reputation could be impacted if investors interpret the sales as a sign of underlying issues not yet public.

Key Dates

Recommendation

The significant insider selling by directors and 10% owners, totaling over 1.3 million shares, suggests a cautious stance. While not a direct indicator of company performance, such large divestitures by informed parties can signal a belief that the stock's current valuation is fair or that future growth may be limited. Investors should hold existing positions but exercise caution and monitor future developments, as this action could exert downward pressure on the stock price.

Keywords

loanDepot, LDI, insider trading, Form 4, stock sale, Parthenon Capital, beneficial ownership, director sale