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EX-99.1 - EXHIBIT 99.1 - DITECH HOLDING Corp | c09582exv99w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 9, 2010
Walter Investment Management Corp.
(Exact name of registrant as specified in its charter)
Maryland | 001-13417 | 13-3950486 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
3000 Bayport Drive, Suite 1100 Tampa, Florida |
33607 |
|
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (813) 421-7605
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Items 8.01 Other Events.
On December 9, 2010, Mark OBrien, the Chairman and CEO of Walter Investment Management Corp. (the
Company) and Charles Cauthen, the Companys President and Chief Operating Officer, entered into
Rule 10b5-1 Plans pursuant to which they instructed Merrill Lynch, Pierce, Fenner & Smith
Incorporated to sell sufficient shares of Company stock to cover withholding tax obligations and
related brokerage commissions and fees to be incurred at such time as the restrictions on
previously awarded grants of restricted stock units lapse. The plans relate to the awards set
forth in the following tables:
Mark OBrien
Quantity of | ||||||||||||||||||||||||
Number of | Sale Period | Sale Period | Shares to be | |||||||||||||||||||||
Date of Grant | Date of Lapse | Shares Lapsed | Start Date | End Date | Sold | Price | ||||||||||||||||||
2/27/2008 |
2/27/2011 | 5,504 | 3/1/2011 | 3/31/2011 | * | Market | ||||||||||||||||||
5/19/2009 |
5/19/2012 | 21,202 | 5/22/1012 | 6/19/2012 | * | Market | ||||||||||||||||||
1/4/2010 |
1/4/2013 | 11,801 | 1/7/2013 | 1/31/2013 | * | Market |
* | Sufficient shares to cover tax obligations and related brokerage commissions and fees on the
shares on which restrictions have lapsed |
Charles Cauthen
Quantity of | ||||||||||||||||||||||||
Number of | Sale Period | Sale Period | Shares to be | |||||||||||||||||||||
Date of Grant | Date of Lapse | Shares Lapsed | Start Date | End Date | Sold | Price | ||||||||||||||||||
2/27/2008 |
2/27/2011 | 4,031 | 3/1/2011 | 3/15/2011 | * | Market | ||||||||||||||||||
5/19/2009 |
5/19/2012 | 14,135 | 5/22/1012 | 6/19/2012 | * | Market | ||||||||||||||||||
1/4/2010 |
1/4/2013 | 7,931 | 1/7/2013 | 1/31/2013 | * | Market |
* | Sufficient shares to cover tax obligations and related brokerage commissions and fees on the
shares on which restrictions have lapsed |
There are six plans in total, three each for Messrs. OBrien and Cauthen, each corresponding to one
of the trades described above. The terms and conditions of the plans are contained in the form of
the plan attached hereto as Exhibit 99.1.
The information contained in this Item 8.01 is being furnished to and not filed with the Securities
and Exchange Commission, and shall not be incorporated by reference into a registration statement
or other document filed under the Securities Act of 1933, as amended, or the Securities Exchange
Act of 1934, as amended, except as shall be expressly set forth by specific reference in such
filing.
Item 9.01 Exhibits
(d) Exhibits
Exhibit | ||||||
No. | Note | Description | ||||
99.1 | Form of Rule 10b5-1 Plan |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
WALTER INVESTMENT MANAGEMENT CORP. |
||||
Date: December 9, 2010 | By: | /s/ Stuart Boyd | ||
Stuart Boyd, Vice President, | ||||
General Counsel and Secretary | ||||