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| UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 | |
| FORM 8-K |
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 |
| Date of report (Date of earliest event reported) July 21, 2023 |
Rocket Companies, Inc. |
| (Exact name of registrant as specified in its charter) | |
| Delaware | 001-39432 | 84-4946470 |
| (State or other jurisdiction | (Commission | (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| 1050 Woodward Avenue | |
| Detroit, MI 48226 | |
| (Address of principal executive offices) (Zip Code) | |
| (313) 373-7990 | |
| (Registrant’s Telephone Number, Including Area Code) | |
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| (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 (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | | Trading Symbol | | Name of each exchange on which registered |
| Class A common stock, par value $0.00001 per share | | RKT | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry into Material Definitive Agreement.
On July 21, 2023, Rocket Mortgage, LLC (the “Company”), a Michigan limited liability company and indirect subsidiary of Rocket Companies, Inc., as seller, and Barclays Bank PLC, a public limited company formed under the laws of England and Wales, as buyer ("Barclays"), entered into Amendment No. 3 to the Master Repurchase Agreement ("MRA Amendment") and the related amendment no. 3 to pricing side letter, which extended the expiration date of the existing Master Repurchase Agreement, dated as of September 25, 2020 by and between Barclays, as buyer, and the Company, as seller (the "Master Repurchase Agreement"), from September 24, 2023 to July 21, 2025, decreased the facility amount from $1.25 billion to $1.0 billion and effectuated certain other technical changes to the Master Repurchase Agreement.
The foregoing description of the MRA Amendment does not purport to be complete and is subject to, and qualified in its entirety by reference to the full text of the MRA Amendment, a copy of which will be filed with the quarterly report on Form 10-Q of Rocket Companies, Inc. for the period ending September 30, 2023.
Following the execution of the MRA Amendment and the related amendment no. 3 to pricing side letter for the Master Repurchase Agreement, as of July 21, 2023, the total funding capacity of the Company, including pursuant to all master repurchase agreements, early funding facilities, unsecured lines of credit, MSR lines of credit and early buy out facilities, was decreased to $24.0 billion. This figure compares with $24.2 billion and $25.5 billion as of March 31, 2023 and December 31, 2022, respectively.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information contained under Item 1.01 above is hereby incorporated in this Item 2.03 by reference.
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.
Date: July 21, 2023
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| ROCKET COMPANIES, INC. | |
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| By: | /s/ Tina V. John | |
| Name: | Tina V. John | |
| Title: | General Counsel and Secretary | |
