TOBI III SPE I LLC - 06 Mar 2025 Form 4 Insider Report for Velocity Financial, Inc. (VEL)

Signature
/s/ Harin de Silva, Managing Director, Pacific Investment Management Company LLC
Issuer symbol
VEL
Transactions as of
06 Mar 2025
Net transactions value
$0
Form type
4
Filing time
10 Mar 2025, 21:09:26 UTC
Previous filing
12 Oct 2021
Next filing
02 May 2025

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction VEL Warrant (right to buy) Disposed to Issuer -1,673,958 -100% 0 06 Mar 2025 Common Stock 1,673,958 Direct F1, F2
transaction VEL Warrant (right to buy) Award +1,673,958 1,673,958 06 Mar 2025 Common Stock 1,673,958 Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On March 6, 2025, the expiration date of the Warrants was extended from April 7, 2025 to May 7, 2025. The Warrants are exercisable at the warrantholder's option at any time, in whole or in part, through May 7, 2025, at an exercise price of $2.96 per share of Common Stock, with respect to two-thirds of the Warrants (or the right to purchase 1,115,972 shares of Common Stock), and at an exercise price of $4.94 per share of Common Stock, with respect to the other one-third of the Warrants (or the right to purchase 557,986 shares of Common Stock). The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to customary antidilution adjustments. The Issuer is not required to effect an exercise of Warrants, if after giving effect to the issuance of Common Stock upon exercise of such Warrants, such warrantholder together with its affiliates would beneficially own 49% or more of the Issuer's outstanding Common Stock.
F2 TOBI III SPE I LLC, a Delaware limited liability company ("TOBI"), is the direct holder of the Issuer's securities. TOBI was formed solely for the purpose of investing in the Issuer. LVS III Holding LP, a Delaware limited partnership ("LVS"), is the sole member of TOBI and operates as a pooled investment fund and invests (among other things) in operating companies. PIMCO GP XVII, LLC, a Delaware limited liability company ("PIMCO GP"), is the sole general partner of LVS. Pacific Investment Management Company LLC is the sole managing member of PIMCO GP, retains a pecuniary interest therein, and has the power to make voting and investment decisions regarding the securities of the Issuer held by TOBI. Each Reporting Person disclaims beneficial ownership in the reported securities, except to the extent of its pecuniary interest therein. The signatory below executes this Form 4 on behalf of each Reporting Person as a Managing Director of PIMCO.