Walker & Dunlop, Inc. — Director's Dealing 2012

Aug 2, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Walker & Dunlop, Inc. (WD)
CIK: 0001497770
Period of Report: 2012-08-01

Reporting Person: Smith Howard W III (Director, EVP & Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-08-01	Common Stock	S	20000	$12.22	Disposed	1273261	Direct

Footnotes

F1: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Smith on December 2, 2011.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $12.11 to $12.62, inclusive. Mr. Smith undertakes to provide Walker & Dunlop, Inc., any security holder of Walker & Dunlop, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote 2.

F3: The number of securities listed in Column 5 of this Form 4 reflects the number of securities beneficially owned following this reported transaction. In the Form 4 filed on July 3, 2012, Column 5 incorrectly reflected the number of securities beneficially owned following the transaction reported by that Form 4 as 1,295,664, rather than 1,293,261.