Rock Holdings Inc. - Jun 30, 2025 Form 4 Insider Report for Rocket Companies, Inc. (RKT)

Signature
/s/ Matthew Rizik
Stock symbol
RKT
Transactions as of
Jun 30, 2025
Transactions value $
$0
Form type
4
Date filed
7/2/2025, 06:09 PM

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Rock Holdings Inc. Director, 10%+ Owner C/O ROCKET COMPANIES, INC., 1050 WOODWARD AVENUE, DETROIT /s/ Matthew Rizik 2025-07-02 0001733664

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RKT Class D common stock Disposed to Issuer $0 -1.85B -100% $0.00 0 Jun 30, 2025 Direct F1
transaction RKT Class D common stock Disposed to Issuer $0 -800K -100% $0.00 0 Jun 30, 2025 See footnote F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction RKT Non-voting common interest units of Rocket LP Disposed to Issuer -1.85B -100% 0 Jun 30, 2025 Class B common stock and Class A common stock 1.85B Direct F1, F3
transaction RKT Non-voting common interest units of Rocket LP Disposed to Issuer -800K -100% 0 Jun 30, 2025 Class B common stock and Class A common stock 800K See footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Rock Holdings Inc. is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 On June 30, 2025, Rocket Companies, Inc. ("Rocket") completed the collapse of its "Up-C" structure (the "Up-C Collapse") pursuant to the Transaction Agreement, by and among Rocket, Rock Holdings Inc. ("RHI"), Eclipse Sub, Inc., Rocket GP, LLC, Daniel Gilbert and RHI II, LLC. Pursuant to the Transaction Agreement, each RHI shareholder, in consideration for its voting common shares of RHI, par value $0.001 per share (the "RHI Shares"), received for each RHI Share 56.54 newly issued shares of Rocket Class L common stock, par value $0.00001 per share (the "Class L Common Stock"), half of which are designated Class L-1 Common Stock, par value $0.00001 per share ("Class L-1 Common Stock"), and half of which are designated Class L-2 Common Stock, par value $0.00001 per share ("Class L-2 Common Stock"). Following the Up-C Collapse, RHI no longer holds any securities of the Issuer.
F2 Directly owned by a wholly-owned subsidiary of RHI. Following the Up-C Collapse, this entity no longer holds any securities of the Issuer.
F3 Pursuant to the terms of the Exchange Agreement, dated as of August 5, 2020, by and among the Issuer, Rocket Limited Partnership (as successor in interest to Rocket, LLC) ("Rocket LP"), RHI, Daniel Gilbert and the holders of Holding Units and shares of Class C common stock or Class D common stock from time to time party thereto (the "Exchange Agreement"), Holdings Units, together with a corresponding number of shares of Class D common stock or Class C common stock, could be exchanged for, at the option of the Issuer, (i) shares of Class B common stock or Class A common stock of the Issuer, as applicable, on a one-for-one basis, or (ii) cash from a substantially concurrent public offering or private sale (based on the price of the Class A common stock in such public offering or private sale), subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. The Exchange Agreement was terminated as part of the Up-C Collapse.