Daniel B. Gilbert - 30 Jun 2025 Form 4 Insider Report for Rocket Companies, Inc. (RKT)

Reporting relationship: Director, 10%+ Owner
Issuer ticker: RKT
Reported as of: 30 Jun 2025
Net transaction value: $0
SEC form: 4
Accepted by SEC: 02 Jul 2025, 18:00:31 UTC
Prior SEC filing: 28 May 2021
Next SEC filing: 24 Oct 2025
Source filing: View source filing
Reporting owner signature: /s/ Daniel B. Gilbert

Key filing fact

Daniel B. Gilbert filed Form 4 for Rocket Companies, Inc. (RKT) on 02 Jul 2025.

Key facts

This page summarizes Daniel B. Gilbert's Form 4 filing for Rocket Companies, Inc. (RKT).
10 reported transactions and 3 derivative rows are listed below.
Accepted by SEC: 02 Jul 2025, 18:00.

Change

Previous filing in this sequence was filed on 28 May 2021.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001569007 Primary reporting owner

Gilbert Daniel B

Relationship: Director, 10%+ Owner
Address: C/O ROCKET COMPANIES, INC., 1050 WOODWARD AVENUE, DETROIT
Signature: /s/ Daniel B. Gilbert
Signature date: 02 Jul 2025

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

RKT transaction

Class L-1 common stock

Award

Transaction value: $0
Shares: +498,416,138
Change %
Price: $0.000000
Shares after: 498,416,138
Date: 30 Jun 2025
Ownership: Direct
Footnotes: F1, F2, F3

RKT transaction

Class L-2 common stock

Award

Transaction value: $0
Shares: +498,416,138
Change %
Price: $0.000000
Shares after: 498,416,138
Date: 30 Jun 2025
Ownership: Direct
Footnotes: F1, F2, F3

RKT transaction

Class L-1 common stock

Award

Transaction value: $0
Shares: +70,107,640
Change %
Price: $0.000000
Shares after: 70,107,640
Date: 30 Jun 2025
Ownership: See footnote
Footnotes: F1, F2, F3, F4

RKT transaction

Class L-2 common stock

Award

Transaction value: $0
Shares: +70,107,640
Change %
Price: $0.000000
Shares after: 70,107,640
Date: 30 Jun 2025
Ownership: See footnote
Footnotes: F1, F2, F3, F4

RKT transaction

Class D common stock

Disposed to Issuer

Transaction value: $0
Shares: -1,101,822
Change %: -100%
Price: $0.000000
Shares after: 0
Date: 30 Jun 2025
Ownership: Direct
Footnotes: F1, F2, F3

RKT transaction

Class D common stock

Disposed to Issuer

Transaction value: $0
Shares: -1,846,977,661
Change %: -100%
Price: $0.000000
Shares after: 0
Date: 30 Jun 2025
Ownership: See footnote
Footnotes: F1, F2, F3, F5

RKT transaction

Class D common stock

Disposed to Issuer

Transaction value: $0
Shares: -800,000
Change %: -100%
Price: $0.000000
Shares after: 0
Date: 30 Jun 2025
Ownership: See footnote
Footnotes: F1, F2, F3, F6

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

RKT transaction Derivative

Non-voting common interest units of Rocket LP

Disposed to Issuer

Transaction value
Shares: -1,101,822
Change %: -100%
Price
Shares after: 0
Date: 30 Jun 2025
Ownership: Direct
Underlying class: Class B common stock and Class A common stock
Underlying amount: 1,101,822
Exercise price
Footnotes: F1, F2, F3, F7

RKT transaction Derivative

Non-voting common interest units of Rocket LP

Disposed to Issuer

Transaction value
Shares: -1,846,977,661
Change %: -100%
Price
Shares after: 0
Date: 30 Jun 2025
Ownership: See footnote
Underlying class: Class B common stock and Class A common stock
Underlying amount: 1,846,977,661
Exercise price
Footnotes: F1, F2, F3, F5, F7

RKT transaction Derivative

Non-voting common interest units of Rocket LP

Disposed to Issuer

Transaction value
Shares: -800,000
Change %: -100%
Price
Shares after: 0
Date: 30 Jun 2025
Ownership: See footnote
Underlying class: Class B common stock and Class A common stock
Underlying amount: 800,000
Exercise price
Footnotes: F1, F2, F3, F6, F7

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 7 footnotes

Footnote F1

On June 30, 2025, Rocket Companies, Inc. ("Rocket") completed the collapse of its "Up-C" structure (the "Up-C Collapse") pursuant to the Transaction Agreement, by and among Rocket, Rock Holdings Inc. ("RHI"), Eclipse Sub, Inc., Rocket GP, LLC, Daniel Gilbert and RHI II, LLC. Pursuant to the Transaction Agreement, each RHI shareholder, in consideration for its voting common shares of RHI, par value $0.001 per share (the "RHI Shares"), received for each RHI Share 56.54 newly issued shares of Rocket Class L common stock, par value $0.00001 per share (the "Class L Common Stock"), half of which are designated Class L-1 Common Stock, par value $0.00001 per share ("Class L-1 Common Stock"), and half of which are designated Class L-2 Common Stock, par value $0.00001 per share ("Class L-2 Common Stock"). Additionally, pursuant to the Transaction Agreement, (Cont'd in FN2)

Footnote F2

(Cont'd from FN1) Daniel Gilbert contributed and transferred to Rocket his shares of Rocket Class D common stock, par value $0.00001 per share ("Class D common stock") and corresponding non-voting common interest units of Rocket Limited Partnership (as successor in interest to Rocket, LLC) ("Rocket LP") and received shares of Class L Common Stock on a one-to-one basis. Subject to certain limited exceptions as provided in Rocket's certificate of incorporation, (i) holders of Class L-1 Common Stock are prohibited from transferring or otherwise disposing of such shares prior to June 30, 2026, and (ii) holders of Class L-2 Common Stock are prohibited from transferring or otherwise disposing of such shares prior to June 30, 2027. Following June 30, 2026, each share of Class L-1 common stock (i) may be converted at any time, at the option of the holder, into one share of Rocket Class A common stock, par value $0.00001 per share ("Class A Common Stock"), (Cont'd in FN3)

Footnote F3

(Cont'd from FN2) and (ii) will automatically convert into one share of Rocket Class A Common Stock immediately prior to any transfer of such share, except for certain permitted transfers that are described in Rocket's certificate of incorporation. Following June 30, 2027, each share of Class L-2 Common Stock (i) may be converted at any time, at the option of the holder, into one share of Class A Common Stock and (ii) will automatically convert into one share of Rocket Class A Common Stock immediately prior to any transfer of such share, except for certain permitted transfers that are described in Rocket's certificate of incorporation. In addition, upon the later to occur of (A) June 30, 2027 and (B) the date that the outstanding shares of Class L Common Stock no longer represent at least 79% of the total voting power of the issued and outstanding shares of Rocket common stock, all shares of Class L Common Stock will automatically convert to newly issued shares of Class A Common Stock.

Footnote F4

Directly owned by Daniel Gilbert Trust #1 u/a/d 8/23/16, a revocable trust for the benefit of the Reporting Person.

Footnote F5

Directly owned by RHI. Prior to the Up-C Collapse, Dan Gilbert was the majority shareholder of RHI and had voting and dispositive control and beneficial ownership with respect to the shares of Rocket's common stock held of record by RHI. Following the Up-C Collapse, RHI no longer holds any securities of the Issuer.

Footnote F6

Directly owned by a wholly-owned subsidiary of RHI. Prior to the Up-C Collapse, Dan Gilbert was the majority shareholder of RHI and had voting and dispositive control and beneficial ownership with respect to these shares. Following the Up-C Collapse, this entity no longer holds any securities of the Issuer.

Footnote F7

Pursuant to the terms of the Exchange Agreement, dated as of August 5, 2020, by and among the Issuer, Rocket LP, RHI, Daniel Gilbert and the holders of Holding Units and shares of Class C common stock or Class D common stock from time to time party thereto (the "Exchange Agreement"), Holdings Units, together with a corresponding number of shares of Class D common stock or Class C common stock, could be exchanged for, at the option of the Issuer, (i) shares of Class B common stock or Class A common stock of the Issuer, as applicable, on a one-for-one basis, or (ii) cash from a substantially concurrent public offering or private sale (based on the price of the Class A common stock in such public offering or private sale), subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. The Exchange Agreement was terminated as part of the Up-C Collapse.