Statement of Changes in Beneficial Ownership (4)
March 17 2022 - 5:02PM
Edgar (US Regulatory)
FORM 4
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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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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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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1. Name and Address of Reporting Person
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Smith Howard W III |
2. Issuer Name and Ticker or Trading Symbol
Walker & Dunlop, Inc.
[
WD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President |
(Last)
(First)
(Middle)
C/O WALKER & DUNLOP, INC., 7272 WISCONSIN AVENUE, SUITE 1300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/15/2022 |
(Street)
BETHESDA, MD 20814
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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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)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 3/15/2022 | | M | | 6602.332 | A | $0 | 177078.094 | D | |
Common Stock | 3/15/2022 | | F | | 2877 | D | $131.24 | 174201.094 | D | |
Common Stock | | | | | | | | 312321 | I | The HIII 2011 Trust |
Common Stock | | | | | | | | 4764 | I | As Custodian for Daughter 1 |
Common Stock | | | | | | | | 4764 | I | By ADS 2015 Trust |
Common Stock | | | | | | | | 4560 | I | By HWS IV 2012 Trust |
Common Stock | | | | | | | | 4764 | I | By MHS 2010 Trust |
Common Stock | | | | | | | | 4422 | I | By MMAS 2008 Trust |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 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 |
Deferred Stock Units | (1) | 3/15/2022 | | M | | | 4301 | (2) | (2) | Common Stock | 4301 | $0 | 0 | D | |
Restricted Stock Units | (3) | 3/15/2022 | | M | | | 2150 | (4) | (4) | Common Stock | 2150 | $0 | 0 | D | |
Dividend Equivalent Rights | (5) | 3/15/2022 | | M | | | 151.322 | (5) | (5) | Common Stock | 151.322 | $0 | 151.281 | D | |
Explanation of Responses: |
(1) | Each deferred stock unit represents the right to receive one share of common stock of the Issuer. |
(2) | The deferred stock units are fully vested and were settled in shares of the Issuer's common stock on March 15, 2022 pursuant to the Walker & Dunlop, Inc. Management Deferred Stock Unit Purchase Plan. |
(3) | Each restricted stock unit represents the right to receive one share of common stock of the Issuer. |
(4) | The restricted stock units were settled in shares of the Issuer's common stock on March 15, 2022. |
(5) | 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. Each dividend equivalent right is the economic equivalent of one share of common stock of the Issuer. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Smith Howard W III C/O WALKER & DUNLOP, INC. 7272 WISCONSIN AVENUE, SUITE 1300 BETHESDA, MD 20814 | X |
| President |
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Signatures
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/s/ Daniel J. Groman, Attorney-in-fact | | 3/17/2022 |
**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 control number. |
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