EVP and Chief HR Officer Pryor Paula A. converted options into 4,426 shares and covered exercise/tax liability with 2,049 shares, increasing direct ownership by 19% to 14,677 units (SEC Form 4)
$WD
Finance: Consumer Services
Finance
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Walker & Dunlop, Inc. [ WD ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/14/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 03/15/2025 | M | 4,425.592 | A | $0.00 | 16,725.558 | D | |||
| Common Stock | 03/15/2025 | F | 2,049 | D | $87.19 | 14,676.558 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Dividend Equivalent Rights | (1) | 03/14/2025 | A | 25.894 | (2) | (2) | Common Stock | 25.894 | $0.00 | 146.562 | D | ||||
| Deferred Stock Units | (3) | 03/15/2025 | M | 2,862 | (4) | (4) | Common Stock | 2,862 | $0.00 | 0 | D | ||||
| Restricted Stock Units | (5) | 03/15/2025 | M | 1,431 | (6) | (6) | Common Stock | 1,431 | $0.00 | 0 | D | ||||
| Dividend Equivalent Rights | (1) | 03/15/2025 | M | 132.592 | (2) | (2) | Common Stock | 132.592 | $0.00 | 13.97 | D | ||||
| Explanation of Responses: |
| 1. Each dividend equivalent right is the economic equivalent of one share of the common stock of the Issuer. |
| 2. The dividend equivalent rights accrued on restricted stock units held by the reporting person and vest proportionately with the restricted stock units to which they relate. |
| 3. Each deferred stock unit represents the right to receive one share of common stock of the Issuer. |
| 4. The deferred stock units are fully vested and were settled in shares of the Issuer's common stock on March 15, 2025 pursuant to the Walker & Dunlop, Inc. Management Deferred Stock Unit Purchase Plan. |
| 5. Each restricted stock unit represents the right to receive one share of common stock of the Issuer. |
| 6. The restricted stock units were settled in shares of the Issuer's common stock on March 15, 2025. |
| /s/ Nicholas C. Eckstein, Attorney-in-fact | 03/18/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||