ONITY GROUP INC. — Director's Dealing 2020

May 29, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OCWEN FINANCIAL CORP (OCN)
CIK: 0000873860
Period of Report: 2020-05-27

Reporting Person: STEIN KEVIN (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-27	Common Stock	A	135135	—	Acquired	197635	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	56778	Indirect

Footnotes

F1: Consists of restricted stock units representing a contingent right to receive one share of OCN common stock for no additional consideration (RSUs). The RSUs will vest May 27, 2021, subject to certain conditions relating to the reporting person's service as a director of the issuer, and the underlying shares of common stock will be delivered on May 27, 2021.

F2: These securities are held by The Kevin Stein Rev Living Trust U/A 4/30/19 of which Kevin and Robin Stein are the trustees.