Glen A. Messina - Mar 30, 2023 Form 4 Insider Report for OCWEN FINANCIAL CORP (OCN)

Role: President & CEO, Director
Signature: /s/ Leah E. Hutton, Attorney-in-Fact for Glen A. Messina
Stock symbol: OCN
Transactions as of: Mar 30, 2023
Transactions value $: -$1,931,553
Form type: 4
Date filed: 4/3/2023, 04:21 PM
Previous filing: Mar 6, 2023
Next filing: Apr 5, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	OCN	Common Stock	Options Exercise		+25K	+19.94%		150K	Mar 30, 2023	Direct	F1, F2
transaction	OCN	Common Stock	Tax liability	-$300K	-11.6K	-7.7%	$25.92	139K	Mar 30, 2023	Direct	F2, F3
transaction	OCN	Common Stock	Options Exercise		+110K	+79.39%		249K	Mar 30, 2023	Direct	F2, F4
transaction	OCN	Common Stock	Tax liability	-$1.32M	-51.1K	-20.51%	$25.92	198K	Mar 30, 2023	Direct	F2, F3
transaction	OCN	Common Stock	Options Exercise		+24.5K	+12.39%		222K	Mar 31, 2023	Direct	F2, F5
transaction	OCN	Common Stock	Tax liability	-$308K	-11.4K	-5.11%	$27.12	211K	Mar 31, 2023	Direct	F2, F3

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	OCN	Restricted Stock Units	Options Exercise	$0	-25K	-100%	$0.00^*	0	Mar 30, 2023	Common Stock	25K		Direct	F1, F6
transaction	OCN	Restricted Stock Units	Options Exercise	$0	-110K	-100%	$0.00^*	0	Mar 30, 2023	Common Stock	110K		Direct	F4, F6
transaction	OCN	Restricted Stock Units	Options Exercise	$0	-24.5K	-33.33%	$0.00	49K	Mar 31, 2023	Common Stock	24.5K		Direct	F5, F6

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

Explanation of Responses:

Id	Content
F1	On March 30, 2020, the reporting person was granted 75,000 restricted stock units scheduled to vest in three approximately equal installments on the first, second, and third anniversaries of grant. Each restricted stock unit represents a contingent right to receive a cash payment equal to the closing price of one share of OCN common stock on the applicable vesting date. Share number has been adjusted to give effect to the issuer's one-for-15 reverse stock split effective August 13, 2020.
F2	Includes 23,554 shares held jointly with spouse.
F3	Shares withheld pursuant to terms of the award to cover tax withholding obligations.
F4	On March 30, 2020, the reporting person was granted a target of 75,000 restricted stock units subject to both a performance-based condition and a time-based vesting schedule. Share number has been adjusted to give effect to the issuer's one-for-15 reverse stock split effective August 13, 2020. On March 30, 2023, the award vested at 147% of target based on the relative ranking of the Issuer's absolute total shareholder return compared to the absolute total shareholder return of companies within the Issuer's pre-established peer group at designated measurement periods. 110,168 restricted stock units vested pursuant to the award on March 30, 2023.
F5	On March 31, 2022, the reporting person was granted 73,529 restricted stock units scheduled to vest in three approximately equal annual installments on the first, second, and third anniversaries of grant, subject to the reporting person's continued employment and certain other conditions.
F6	Not applicable.