Form 4: ONIT Legal Officer Reports RSU Vesting and New Grants

ONITY GROUP INC.'s EVP & Chief Legal Officer, Joseph J. Samarias, reported the vesting of 1,638 restricted stock units and the grant of 7,875 new restricted stock units.

Summary

• Joseph J. Samarias, Executive Vice President & Chief Legal Officer of ONITY GROUP INC. (ONIT), reported transactions on March 15, 2026.
• 1,638 restricted stock units (RSUs) from a March 15, 2025 grant vested and were settled in cash.
• The cash settlement was based on ONIT common stock's closing price of $37.75 on March 13, 2026.
• Samarias was granted 3,937 new time-based RSUs, scheduled to vest in three equal annual installments on the first, second, and third anniversaries of the grant date, subject to continued employment.
• Samarias was also granted 3,938 new performance-based RSUs, eligible to vest on March 15, 2029, based on the Issuer's relative total shareholder return compared to a pre-established peer group (ranging from 0% to 200% of target units).
• Following these transactions, Samarias directly beneficially owns 21,763 shares of common stock.
• He also beneficially owns 3,277 restricted stock units from previous grants and 7,875 new restricted stock units from the March 15, 2026 grants.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a positive routine disclosure, reflecting ongoing executive compensation and alignment of interests through new RSU grants, including performance-based awards, which are generally seen as a good governance practice.

Positives

• The grant of new restricted stock units, including performance-based awards, indicates continued incentive for management to align with shareholder interests.
• Performance-based RSUs tie a portion of executive compensation directly to the company's total shareholder return relative to its peers, promoting long-term value creation.

Negatives

• The cash settlement of vested restricted stock units means the executive did not increase direct equity ownership through these specific vested awards, potentially indicating a preference for liquidity.

Future Outlook

The performance-based restricted stock units granted on March 15, 2026, are eligible to vest on March 15, 2029, contingent on the Issuer's absolute total shareholder return relative to a pre-established peer group, indicating a future focus on competitive shareholder returns.

Industry Context

StockSavvy.ai notes that the grant of restricted stock units, particularly those with performance-based conditions, is a standard practice in executive compensation across various industries. This approach aims to align the long-term interests of executives with those of shareholders by incentivizing sustained company performance and stock appreciation.

Related Party Transactions

• Executive compensation through RSU grants and vesting for Joseph J. Samarias, EVP & Chief Legal Officer.

Stakeholder Impact

• Shareholders: The performance-based RSU grants aim to align executive incentives with shareholder returns, potentially benefiting long-term stock performance.
• Employees (specifically the reporting person): Continued compensation and incentive through equity awards.

Next Steps

• Future vesting of the 3,937 time-based RSUs on their first, second, and third anniversaries of the March 15, 2026 grant date.
• Potential vesting of the 3,938 performance-based RSUs on March 15, 2029, subject to the achievement of specified performance conditions.

Key Dates

Recommendation

This Form 4 details routine executive compensation activities (vesting and new grants of restricted stock units) and does not contain information that would fundamentally alter the investment thesis for ONITY GROUP INC. It reflects standard corporate governance practices for incentivizing management, thus a 'hold' recommendation is appropriate as it provides no new material information to change an existing position.

Keywords

ONITY GROUP INC., ONIT, Form 4, insider transaction, restricted stock units, RSU, executive compensation, Joseph J. Samarias, stock grant, vesting, beneficial ownership