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Guild Holdings Co Director's Dealing 2020

Oct 28, 2020

32060_dirs_2020-10-27_a85d25d6-6fca-496f-879a-2a00af0ea9d8.zip

Director's Dealing

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SEC Form 3/A — Form 3/A

Issuer: Guild Holdings Co (GHLD)
CIK: 0001821160
Period of Report: 2020-10-21

Reporting Person: Duffy Patrick Joseph (Director, 10% Owner)

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Class B Common Stock, par value $0.01 per share $ Class A Common Stock, par value $0.01 per share (45233291) Indirect

Footnotes

F1: In the original Form 3 report, these derivative securities were inadvertently reported in Table I. This amended Form 3 reports these derivative securities in Table II.

F2: Shares of Class B Common Stock are convertible into shares of Class A Common Stock of Guild Holdings Company on a one-to-one basis at any time at the option of the holder. Guild Holdings Company's Amended and Restated Articles of Incorporation provides that, among other things, each share of Class B Common Stock will automatically convert into one share of Class A common stock (a) immediately prior to any sale or other transfer of such share by a holder of such share, subject to certain limited exceptions, such as transfers to permitted transferees, or (b) if McCarthy Capital Mortgage Investors ("MCMI"), any other investment funds affiliated with McCarthy Partners, LLC, and any company or other entity controlled by, controlling or under common control with MCMI or any such investment fund (other than any portfolio company) own shares of Class B Common Stock representing less than 10% of the aggregate number of shares of Guild Holdings Company's issued and outstanding common stock.

F3: Includes 45,233,291 shares of the Class B Common Stock of Guild Holdings Company which are held of record by MCMI and over which McCarthy Partners, LLC exercises voting and investment control. In his capacity as the President of McCarthy Partners, LLC, Mr. Duffy may be deemed to exercise voting and investment control over the shares of Class B Common Stock held by MCMI.