Howard W. Smith III - 15 Feb 2023 Form 4 Insider Report for Walker & Dunlop, Inc. (WD)

Role: President, Director
Signature: /s/ Daniel J. Groman, Attorney-in-fact
Issuer symbol: WD
Transactions as of: 15 Feb 2023
Net transactions value: -$1,727,161
Form type: 4
Filing time: 17 Feb 2023, 16:02:02 UTC
Previous filing: 13 Dec 2022
Next filing: 27 Mar 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	WD	Common Stock	Award	$0	+8,387	+4.8%	$0.000000	182,588	15 Feb 2023	Direct	F1
transaction	WD	Common Stock	Award	$0	+32,238	+18%	$0.000000	214,826	15 Feb 2023	Direct	F2
transaction	WD	Common Stock	Tax liability	$318,381	-3,286	-1.5%	$96.89	211,540	15 Feb 2023	Direct
transaction	WD	Common Stock	Tax liability	$1,408,781	-14,540	-6.9%	$96.89	197,000	15 Feb 2023	Direct
holding	WD	Common Stock						287,321	15 Feb 2023	The HIII 2011 Trust
holding	WD	Common Stock						4,764	15 Feb 2023	By ESS 2022 Trust
holding	WD	Common Stock						4,764	15 Feb 2023	By ADS 2015 Trust
holding	WD	Common Stock						4,764	15 Feb 2023	By MHS 2010 Trust
holding	WD	Common Stock						4,560	15 Feb 2023	By HWS IV 2012 Trust
holding	WD	Common Stock						4,422	15 Feb 2023	By MMAS 2008 Trust

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The restricted stock vests in three equal annual installments beginning on February 15, 2024.
F2	On July 17, 2020, the reporting person was granted an award of performance share units, which vest in the form of common stock if certain pre-established performance goals underlying the award are met over the course of a three-year period. On February 15, 2023, the Compensation Committee of the Issuer's Board of Directors certified the level at which the performance goals had been met, resulting in the vesting of these shares.

Content

The restricted stock vests in three equal annual installments beginning on February 15, 2024.

On July 17, 2020, the reporting person was granted an award of performance share units, which vest in the form of common stock if certain pre-established performance goals underlying the award are met over the course of a three-year period. On February 15, 2023, the Compensation Committee of the Issuer's Board of Directors certified the level at which the performance goals had been met, resulting in the vesting of these shares.