Walker & Dunlop, Inc. — Director's Dealing 2014

Mar 18, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Walker & Dunlop, Inc. (WD)
CIK: 0001497770
Period of Report: 2014-03-15

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

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-03-15	Deferred Stock Units	$	A	9061	Acquired		Common Stock (9061)	Direct
2014-03-15	Restricted Stock Units	$	A	4530	Acquired		Common Stock (4530)	Direct

Footnotes

F1: Each deferred stock unit represents the right to receive one share of common stock of Walker & Dunlop, Inc. (the "Company").

F2: The deferred stock units are fully vested and will be settled in shares of the Company's common stock either (i) on a date selected by the reporting person pursuant to the Company's Management Stock Purchase Plan (the "Plan"), or (ii) as otherwise provided by the Plan.

F3: Each restricted stock unit represents the right to receive one share of common stock of the Company.

F4: The restricted stock units vest and will be settled in shares of the Company's common stock on the three-year anniversary of the grant date, March 15, 2017, subject to vesting acceleration pursuant to the Plan.