PennyMac Financial Services, Inc. — Director's Dealing 2021

Mar 2, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PennyMac Financial Services, Inc. (PFSI)
CIK: 0001745916
Period of Report: 2021-02-25

Reporting Person: Jones Doug (Chief Mtge Bnkg Ofcr)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-25	Common Stock	A	6796	—	Acquired	58159	Direct
2021-02-25	Common Stock	M	27526	—	Acquired	85685	Direct
2021-02-25	Common Stock	F	11710	$62.33	Disposed	73975	Direct
2021-02-26	Common Stock	F	942	$58.85	Disposed	73033	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-25	Nonstatutory Stock Option (Right to Buy)	$58.85	A	29566	Acquired	2031-02-24	Common Stock (29566)	Direct
2021-02-25	Performance-Based Restricted Stock Units	$	A	27526	Acquired		Common Stock (27526)	Direct
2021-02-25	Performance-Based Restricted Stock Units	$	M	27526	Disposed		Common Stock (27526)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	300000	Indirect
Common Stock	300000	Indirect
Common Stock	20692	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Nonstatutory Stock Option (Right to Buy)	$21.03	2023-06-12	Common Stock (15882)	15882	Direct
Nonstatutory Stock Option (Right to Buy)	$17.26	2024-02-25	Common Stock (28216)	28216	Direct
Nonstatutory Stock Option (Right to Buy)	$17.52	2025-03-02	Common Stock (23829)	23829	Direct
Nonstatutory Stock Option (Right to Buy)	$11.28	2026-03-06	Common Stock (27771)	27771	Direct
Nonstatutory Stock Option (Right to Buy)	$18.05	2027-03-05	Common Stock (34626)	34626	Direct
Nonstatutory Stock Option (Right to Buy)	$24.40	2028-03-08	Common Stock (26467)	26467	Direct
Nonstatutory Stock Option (Right to Buy)	$22.92	2029-03-14	Common Stock (27744)	27744	Direct
Nonstatutory Stock Option (Right to Buy)	$59.68	2030-12-13	Common Stock (54024)	54024	Direct
Nonstatutory Stock Option (Right to Buy)	$35.03	2030-02-25	Common Stock (30366)	30366	Direct

Footnotes

F1: The Reporting Person was granted restricted stock units, which will vest in three equal installments beginning on the first anniversary of the date of grant, are to be settled in an equal number of shares of Common Stock upon vesting.

F2: The reported amount consists of 25,930 restricted stock units and 32,229 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

F3: This performance-based restricted stock unit (PSU) award was granted to the Reporting Person on March 9, 2018 and vested on February 25, 2021, as determined by the Compensation Committee of the Board of Directors. The payout of shares of Common Stock pursuant to the PSU award was determined based on PNMAC pre-tax return on equity (ROE) of 39.4% for the period of January 1, 2018 through December 31, 2020 as measured against the ROE target established at the time of grant. The payout percentage for the award based on ROE achievement was 130%.

F4: The reported amount consists of 25,930 restricted stock units and 59,755 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

F5: Represents shares withheld for taxes upon vesting of performance-based restricted stock units.

F6: The reported amount consists of 25,930 restricted stock units and 48,045 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

F7: Represents shares withheld for taxes upon vesting of restricted stock units.

F8: The reported amount consists of 23,195 restricted stock units and 49,838 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

F9: This nonstatutory stock option to purchase 29,566 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of February 25, 2022, 2023 and 2024, subject to the Reporting Person's continued service through each date.

F10: 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.

F11: 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.

F12: 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.

F13: This nonstatutory stock option to purchase 27,771 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 7, 2017, 2018 and 2019, subject to the Reporting Person's committed service through each date.

F14: This nonstatutory stock option to purchase 34,626 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.

F15: This nonstatutory stock option to purchase 26,467 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 9, 2019, 2020 and 2021, subject to the Reporting Person's committed service through each date.

F16: This nonstatutory stock option to purchase 27,744 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.

F17: This nonstatutory stock option to purchase 54,024 shares of Common Stock of the Issuer is fully vested but subject to certain transfer restrictions that will lapse in one-third increments on each of December 14, 2021, 2022 and 2023, subject to the Reporting Person's continued service through each lapse date.

F18: This nonstatutory stock option to purchase 30,366 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.