PennyMac Financial Services, Inc. — Director's Dealing 2020

May 5, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PennyMac Financial Services, Inc. (PFSI)
CIK: 0001745916
Period of Report: 2020-05-01

Reporting Person: Grogin Jeffrey (Chief Enterprise Ops Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-01	Common Stock	M	2317	$17.26	Acquired	31078	Direct
2020-05-01	Common Stock	M	2300	$21.03	Acquired	33378	Direct
2020-05-01	Common Stock	S	4617	$29.2441	Disposed	28761	Direct
2020-05-05	Common Stock	M	156	$17.26	Acquired	28917	Direct
2020-05-05	Common Stock	M	4453	$21.03	Acquired	33370	Direct
2020-05-05	Common Stock	S	4609	$29.3546	Disposed	28761	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-05-01	Nonstatutory Stock Option (Right to Buy)	$17.26	M	2317	Disposed	2024-02-25	Common Stock (2317)	Direct
2020-05-01	Nonstatutory Stock Option (Right to Buy)	$21.03	M	2300	Disposed	2023-06-12	Common Stock (2300)	Direct
2020-05-05	Nonstatutory Stock Option (Right to Buy)	$17.26	M	156	Disposed	2024-02-25	Common Stock (156)	Direct
2020-05-05	Nonstatutory Stock Option (Right to Buy)	$21.03	M	4453	Disposed	2023-06-12	Common Stock (4453)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	33193	Indirect
Common Stock	22129	Indirect
Common Stock	453655	Indirect
Common Stock	9025	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Nonstatutory Stock Option (Right to Buy)	$24.40	2028-03-08	Common Stock (17204)	17204	Direct
Nonstatutory Stock Option (Right to Buy)	$22.92	2029-03-14	Common Stock (18057)	18057	Direct
Nonstatutory Stock Option (Right to Buy)	$17.52	2025-03-02	Common Stock (23829)	23829	Direct
Nonstatutory Stock Option (Right to Buy)	$18.05	2027-03-05	Common Stock (22506)	22506	Direct
Nonstatutory Stock Option (Right to Buy)	$35.03	2030-02-25	Common Stock (17824)	17824	Direct

Footnotes

F1: The transaction reported was effected pursuant to a 10b5-1 plan.

F2: The reported amount consists of 12,286 restricted stock units and 18,792 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

F3: The reported amount consists of 12,286 restricted stock units and 21,092 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

F4: These shares of Common Stock were sold pursuant to a 10b5-1 plan.

F5: The price reported is the weighted average price of multiple transactions ranging from $29.00 to $29.56. The reporting person hereby undertakes to provide upon request to the SEC, the Issuer or a security holder of the Issuer the number of shares of Common Stock and the prices at which the transactions were effected.

F6: The reported amount consists of 12,286 restricted stock units and 16,475 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

F7: The reported amount consists of 12,286 restricted stock units and 16,631 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

F8: The reported amount consists of 12,286 restricted stock units and 21,084 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

F9: The price reported is the weighted average price of multiple transactions ranging from $29.01 to $29.71. The reporting person hereby undertakes to provide upon request to the SEC, the Issuer or a security holder of the Issuer the number of shares of Common Stock and the prices at which the transactions were effected.

F10: This nonstatutory stock option to purchase 28,216 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of February 26, 2015, 2016 and 2017, subject to the Reporting Person's continued service through each date.

F11: This nonstatutory stock option to purchase 15,882 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of June 13, 2014, 2015 and 2016, subject to the Reporting Person's continued service through each date.

F12: This nonstatutory stock option to purchase 17,204 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each March 9, 2019, 2020 and 2021, subject to the Reporting Person's continued service through each date.

F13: This nonstatutory stock option to purchase 18,057 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 15, 2020, 2021 and 2022, subject to the Reporting Person's continued service through each date.

F14: This nonstatutory stock option to purchase 23,829 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 3, 2016, 2017 and 2018, subject to the Reporting Person's committed service through each date.

F15: This nonstatutory stock option to purchase 22,506 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 6, 2018, 2019 and 2020, subject to the Reporting Person's committed service through each date.

F16: This nonstatutory stock option to purchase 17,824 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of February 26, 2021, 2022 and 2023, subject to the Reporting Person's continued service through each date.