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: Evans Jenna D. (Chief Risk & Compliance)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-03-29	Common Stock	M	1435	—	Acquired	3574	Direct
2025-03-29	Common Stock	F	624	$31.45	Disposed	2950	Direct
2025-03-31	Common Stock	M	647	—	Acquired	3597	Direct
2025-03-31	Common Stock	D	647	—	Disposed	2950	Direct
2025-03-31	Common Stock	M	1830	—	Acquired	4780	Direct
2025-03-31	Common Stock	D	1830	—	Disposed	2950	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-03-29	Restricted Stock Units	$	M	1435	Disposed		Common Stock (1435)	Direct
2025-03-31	Restricted Stock Units	$	M	647	Disposed		Common Stock (647)	Direct
2025-03-31	Restricted Stock Units	$	M	1830	Disposed		Common Stock (1830)	Direct

Footnotes

F1: On March 29, 2024, the reporting person was granted 4,305 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 1,940 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 a cash payment equal to the closing price of one share of ONIT common stock on the applicable vesting date. The transaction reported reflects the settlement in cash pursuant to the terms of the award of 647 restricted stock units that vested pursuant to the award on March 31, 2025. On March 31, 2025, the closing price of ONIT common stock was $32.32.

F4: On March 31, 2022, the reporting person was granted 1,940 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. Each restricted stock unit represents a contingent right to receive a cash payment equal to the closing price of one share of ONIT common stock on the applicable vesting date. The transaction reported reflects the settlement in cash pursuant to the terms of the award of 1,830 restricted stock units that vested pursuant to the award on March 31, 2025. On March 31, 2025, the closing price of ONIT common stock was $32.32.

F5: Not applicable