ONITY GROUP INC. — Director's Dealing 2023

Apr 7, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OCWEN FINANCIAL CORP (OCN)
CIK: 0000873860
Period of Report: 2023-04-05

Reporting Person: Wade Aaron D (EVP, Chief Investment Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-04-05	Common Stock	M	1536	—	Acquired	1536	Direct
2023-04-05	Common Stock	F	762	$27.26	Disposed	774	Direct
2023-04-05	Common Stock	M	1880	—	Acquired	2654	Direct
2023-04-05	Common Stock	F	932	$27.26	Disposed	1722	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-04-05	Restricted Stock Units	$	M	1536	Disposed		Common Stock (1536)	Direct
2023-04-05	Restricted Stock Units	$	M	1880	Disposed		Common Stock (1880)	Direct

Footnotes

F1: On April 5, 2022, the reporting person was granted 4,610 restricted stock units scheduled to vest in three approximately equal annual installments on the first, second, and third anniversaries of grant, subject to the reporting person's continued employment and certain other conditions. Each restricted stock unit represents a contingent right to receive one share of OCN common stock on the vesting date.

F2: Shares withheld pursuant to terms of the award to cover tax withholding obligations.

F3: On April 5, 2022, the reporting person was granted 5,641 restricted stock units scheduled to vest in three approximately equal annual installments on the first, second, and third anniversaries of grant, subject to the reporting person's continued employment and certain other conditions.

F4: Not applicable.