ONITY GROUP INC. — Director's Dealing 2014

Jun 3, 2014

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: OCWEN FINANCIAL CORP (OCN)
CIK: 0000873860
Period of Report: 2014-06-02

Reporting Person: Bourque Michael R Jr (Executive Vice President & CFO)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	10000.0000	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Employee Stock Option (right to buy)	$37.1200	2024-04-28	Common Stock (100000.0000)		Direct

Footnotes

F1: One-fourth of the options vest in four equal annual increments commencing April 28, 2015, one-half of the options vest in four equal annual increments commencing on the date as of which the stock price equals or exceeds $74.24 with a 20% or greater annualized rate of return in the stock price measured from April 28, 2014, and one-fourth of the options vest in four equal annual increments commencing on the date as of which the stock price equals or exceeds $111.36 with a 25% or greater annualized rate of return in the stock price measured from April 28, 2014, subject to certain conditions and limitations.