UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): July 30,
2020
Mr. Cooper Group Inc.
(Exact Name of Registrant as Specified in
Charter)
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Delaware
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001-14667
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91-1653725
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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8950 Cypress Waters Blvd.
Coppell, TX 75019
(Address of Principal Executive Offices, and Zip Code)
469-549-2000
Registrant’s Telephone Number, Including Area Code
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see
General Instruction A.2. below):
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☐
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Written communication pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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Pre-commencement communication pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communication pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.01 par value per share
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COOP
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The Nasdaq Stock Market
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (17
CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
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Item 2.02
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Results of Operations and Financial Condition.
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On July 30,2020, Mr. Cooper Group Inc. (the “Company”) issued a
press release announcing its financial results for the second
quarter ended June 30, 2020. A copy of the press release is
attached as Exhibit 99.1 and will be published in the
Investors section on the Company’s website at
www.mrcoopergroup.com. In connection with the release and the
related conference call, the Company posted a presentation relating
to its second quarter ended June 30,2020 financial results in the
Investors section on the Company’s website.
The press release and presentation include certain non-generally
accepted accounting principles financial measures. Reconciliations
to the most directly comparable generally accepted accounting
principles financial measures are included in the press release and
the presentation.
The information furnished pursuant to this Item 2.02 shall not
be deemed to be “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the “Exchange Act”),
nor shall it be deemed incorporated by reference in any filing
under the Securities Act of 1933, as amended, or the Exchange Act,
except as shall be expressly set forth by specific reference in
such filing.
On July 30, 2020, the Company announced that its Board of Directors
authorized the repurchase of up to $100 million of its outstanding
common stock. The repurchase program allows the Company to
repurchase its common stock using open market stock purchases or
privately negotiated transactions. The number of shares repurchased
and the timing of repurchases will depend on a number of factors,
including, but not limited to, share price, trading volume and
general market conditions, along with working capital requirements,
general business conditions and other factors. The stock repurchase
program may be suspended, modified or discontinued at any time at
the Company's discretion. A copy of the press release is attached
as Exhibit 99.1 to this Form 8-K.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
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Mr. Cooper Group Inc.
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Date: July 30, 2020
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By:
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/s/Christopher G. Marshall
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Christopher G. Marshall
Vice Chairman & Chief Financial Officer
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