ONITY GROUP INC. — Director's Dealing 2025

Apr 2, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ONITY GROUP INC. (ONIT)
CIK: 0000873860
Period of Report: 2025-03-29

Reporting Person: ZELENY DENNIS (EVP & Chief Admin Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-03-29	Common Stock	M	3827	—	Acquired	20374	Direct
2025-03-29	Common Stock	F	1506	$31.45	Disposed	18868	Direct
2025-03-31	Common Stock	M	2451	—	Acquired	21319	Direct
2025-03-31	Common Stock	F	964	$32.32	Disposed	20355	Direct
2025-03-31	Common Stock	M	6934	—	Acquired	27289	Direct
2025-03-31	Common Stock	F	2729	$32.32	Disposed	24560	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-03-29	Restricted Stock Units	$	M	3827	Disposed		Common Stock (3827)	Direct
2025-03-31	Restricted Stock Units	$	M	2451	Disposed		Common Stock (2451)	Direct
2025-03-31	Restricted Stock Units	$	M	6934	Disposed		Common Stock (6934)	Direct

Footnotes

F1: On March 29, 2024, the reporting person was granted 11,481 restricted stock units scheduled to vest in three equal annual installments on the first, second, and third anniversaries of grant subject to continued employment and certain other conditions. Each restricted stock unit represents a contingent right to receive one share of common stock on the vesting date.

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

F3: On March 31, 2022, the reporting person was granted 7,352 restricted stock units scheduled to vest in three equal annual installments on the first, second, and third anniversaries of grant subject to continued employment and certain other conditions. Each restricted stock unit represents a contingent right to receive one share of common stock on the vesting date.

F4: On March 31, 2022, the reporting person was granted 7,353 restricted stock units subject to both a performance-based condition and a time-based vesting schedule. Between 0% and 200% of the target number of units were eligible to vest on March 31, 2025 based on the relative ranking of the Issuer's absolute total shareholder return compared to the absolute total shareholder return of companies within the Issuer's pre-established peer group at designated measurement periods. 6,934 restricted stock units vested pursuant to the award on March 31, 2025.

F5: Not applicable.