Velocity Financial, Inc. — Director's Dealing 2021

Oct 12, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Velocity Financial, Inc. (VEL)
CIK: 0001692376
Period of Report: 2021-10-08

Reporting Person: TOBI III SPE I LLC (Director, 10% Owner)
Reporting Person: PACIFIC INVESTMENT MANAGEMENT CO LLC (Director, 10% Owner)
Reporting Person: LVS III Holding LP (Director, 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-10-08	Common Stock	C	6493506	$3.85	Acquired	10963806	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-10-08	Series A Convertible Preferred Stock	$3.85	C	25000	Disposed		Common Stock (6493506)	Direct

Footnotes

F1: TOBI III SPE I LLC, a Delaware limited liability company ("TOBI"), is the direct holder of the Issuer's securities. TOBI was formed solely for the purpose of investing in the Issuer. LVS III Holding LP, a Delaware limited partnership ("LVS"), is the sole member of TOBI and operates as a pooled investment fund and invests (among other things) in operating companies. PIMCO GP XVII, LLC, a Delaware limited liability company ("PIMCO GP"), is the sole general partner of LVS. Pacific Investment Management Company LLC is the sole managing member of PIMCO GP, retains a pecuniary interest therein, and has the power to make voting and investment decisions regarding the securities of the Issuer held by TOBI. The signatory below executes this Form 4 on behalf of each Reporting Person as an Executive Vice President of PIMCO.

F2: The Series A Preferred Stock was not convertible until Velocity Financial, Inc. (the "Issuer") obtained stockholder approval, which was obtained on August 13, 2020, following which the Series A Preferred Stock became convertible into shares of Common Stock, at the option of TOBI (or a permitted transferee) at an initial conversion price of $3.85 per share of Common Stock, equivalent to an initial conversion rate of 259.74, subject to customary anti-dilution adjustments. In addition, the Series A Preferred Stock was subject to conversion at the option of the Issuer after October 7, 2021 in accordance with the terms thereof. On October 8, 2021, the Issuer exercised its option to mandatorily convert all shares of Series A Preferred Stock then outstanding.

F3: The Series A Preferred Stock has no expiration date.