ONITY GROUP INC. — Director's Dealing 2018

Oct 5, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OCWEN FINANCIAL CORP (OCN)
CIK: 0000873860
Period of Report: 2018-10-04

Reporting Person: Messina Glen A. (Director, President and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-10-04	Restricted Stock Units	$	A	764563	Acquired		Common Stock (764563)	Direct
2018-10-04	Restricted Stock Units	$	A	218447	Acquired		Common Stock (218447)	Direct
2018-10-04	Stock Option (right to buy)	$4.12	A	266990	Acquired	2028-10-04	Common Stock (266990)	Direct

Footnotes

F1: Each Restricted Stock Unit represents a contingent right to receive one share of OCN common stock.

F2: The Restricted Stock Units are scheduled to vest in three equal annual installments commencing October 4, 2019 subject to the reporting person's continued employment.

F3: The Stock Option is scheduled to vest in three equal annual installments commencing October 4, 2019 subject to the reporting person's continued employment.