Sec Form 4 Filing - Walsh Jeff Alexander @ loanDepot, Inc. - 2024-11-18

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Walsh Jeff Alexander
2. Issuer Name and Ticker or Trading Symbol
loanDepot, Inc. [ LDI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President, LDI Mortgage
(Last) (First) (Middle)
C/O LOANDEPOT, INC., 6561 IRVINE CENTER DR.
3. Date of Earliest Transaction (MM/DD/YY)
11/18/2024
(Street)
IRVINE, CA92618
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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
Class C Common Stock ( 1 ) 11/18/2024( 2 ) J( 3 ) 88,815 D $ 0 124,191 I Trilogy Management Investors Seven, LLC ( 4 ) ( 5 )
Class A Common Stock 11/18/2024( 2 ) C( 3 ) 88,815 A $ 0 4,062,585 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Common Units ( 1 ) 11/18/2024( 2 ) C( 3 ) 88,815 ( 6 ) ( 1 ) ( 1 ) Class A Common Stock 88,815 $ 0 ( 1 ) 124,191 I Trilogy Management Investors Seven, LLC ( 4 ) ( 5 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Walsh Jeff Alexander
C/O LOANDEPOT, INC.
6561 IRVINE CENTER DR.
IRVINE, CA92618
President, LDI Mortgage
Signatures
/s/ Greg Smith, as Attorney-in-Fact for Jeff Alexander Walsh 11/26/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In the reorganization transactions related to Issuer's IPO, shares of Issuer's Class C Common Stock, par value $0.001 ("Class C Common Stock"), were issued to certain holders of LD Holdings Group LLC ("LD Holdings") Class A Common Units ("Common Units") equal to the number of Common Units held by such holders. Pursuant to the Fourth Amended and Restated Limited Liability Company Agreement of LD Holdings, holders of Common Units may, subject to certain exceptions, from time to time require LD Holdings to redeem all or a portion of their Common Units (together with an equal number of shares of Class C Common Stock) in exchange for, at the Issuer's election (determined solely by a majority of the Issuer's directors who are disinterested), newly issued shares of Class A Common Stock, par value $0.001 ("Class A Common Stock") of the Issuer on a one-for-one basis or a cash payment equal to an average market price of one share of Class A Common Stock for each Common Unit so redeemed.
( 2 )The transaction date is the date the Reporting Person elected to make the exchange described in footnotes 1 and 3, which exchange will occur effective as of December 1, 2024. This transaction is being reported late due to an inadvertent administrative error in associating the conversion election with the Reporting Person. Additional procedures have been implemented to mitigate future errors.
( 3 )The Reporting Person elected to cause Trilogy Management Investors Seven, LLC ("Trilogy Seven") to exchange a portion of the Common Units beneficially owned by the Reporting Person for an equal number of shares of Class A Common Stock. The shares of Class C Common Stock corresponding to the Common Units that were exchanged were cancelled for no consideration.
( 4 )The Reporting Person has an indirect interest in a portion of the securities of the Class C Common Stock and the Common Units held by Trilogy Seven. The Reporting Person is disclosing only his indirect interest in these securities and disclaims beneficial ownership of all other securities held by Trilogy Seven. These securities will continue to vest ratably on a monthly basis through June 1, 2025.
( 5 )The reported shares of Class C Common Stock were previously reported by Trilogy Seven through its manager, Anthony Hsieh. In a Form 4 filed on July 25, 2024, Anthony Hsieh changed his reporting methodology. In addition, the Reporting Person previously reported all of the Common Units held by Trilogy Seven. The Reporting Person is now only reporting his interests in Trilogy Seven.
( 6 )Represents Common Units held by Trilogy Seven that were exchanged for shares of Class A Common Stock and the cancellation of the corresponding shares of Class C Common Stock on a one-for-one basis as described in footnotes 1 and 3.

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).

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