ONITY GROUP INC. — Director's Dealing 2025

Mar 18, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ONITY GROUP INC. (ONIT)
CIK: 0000873860
Period of Report: 2025-03-15

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

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-03-15	Restricted Stock Units	$	A	67024	Acquired		Common Stock (67024)	Direct
2025-03-15	Restricted Stock Units	$	A	67024	Acquired		Common Stock (67024)	Direct

Footnotes

F1: On March 15, 2025, the reporting person was granted 67,024 restricted stock units scheduled to vest in three 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 ONIT common stock on the applicable vesting date.

F2: Not applicable

F3: On March 15, 2025, the reporting person was granted 67,024 restricted stock units subject to both a performance-based condition and a time-based vesting schedule. 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. Between 0% and 200% of the target number of units will be eligible to vest on March 15, 2028 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.