Pcp Managers Gp, Llc - Jul 1, 2022 Form 4/A - Amendment Insider Report for loanDepot, Inc. (LDI)

Role: Director, 10%+ Owner
Signature: /s/ Denise Apicella, as Attorney-in-Fact for Andrew Dodson
Stock symbol: LDI
Transactions as of: Jul 1, 2022
Transactions value $: $0
Form type: 4/A - Amendment
Date filed: 9/2/2022, 04:35 PM
Date Of Original Report: Jul 6, 2022
Previous filing: Jun 23, 2022
Next filing: Sep 2, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	LDI	Class A Common Stock	Options Exercise		+86.2K	+2.26%		3.9M	Jul 1, 2022	See Footnotes	F1, F2, F3, F4, F5

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	LDI	Restricted Stock Units	Options Exercise	$0	-86.2K	-40%	$0.00	129K	Jul 1, 2022	Class A Common Stock	86.2K		See Footnotes	F1, F2, F4, F5

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

Explanation of Responses:

Id	Content
F1	Pursuant to the Assignment and Acknowledgment Agreements, dated as of May 6, 2021, Messrs. Golson and Dodson (the "Directors") hold the Restricted Stock Units ("RSUs") for the benefit of PCP Managers, L.P. and disclaim all right, title and interest in the RSUs. As per the Restricted Stock Unit Award Agreement dated June 21, 2022, and subject to the applicable Director's continued service, RSUs will vest in four installments: 86,208 on June 30, 2022, 43,102 on August 31, 2022, 43,104 on November 30, 2022 and 43,104 on February 28, 2023. Within thirty (30) days following vesting of the RSUs, the Issuer shall deliver an equivalent number of shares of Class A Common Stock or, at the discretion of the Compensation Committee, the cash equivalent.
F2	RSUs vested on June 30, 2022 and settled on July 1, 2022.
F3	On July 6, 2022, the Reporting Person filed a Form 4, which reported in Table I 3,942,581 of shares beneficially owned instead of 3,899,479. This was due to user error of the filing platform. This amendment to Form 4 is being filed solely to correct this error, and the rest of the Form 4 remains unchanged, as reflected here.
F4	PCP Managers GP, LLC is the general partner of PCP Managers, L.P, an affiliate of Parthenon Capital Partners ("Parthenon Capital"). The Directors serve as directors of loanDepot, Inc. (the "Issuer"). Mr. Golson is the Co-CEO and Managing Partner at Parthenon Capital and Mr. Dodson is a Managing Partner at Parthenon Capital. PCP Managers GP, LLC and certain of the Reporting Persons' affiliates may be deemed to be a director by deputization of the Issuer.
F5	Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 4 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 4.