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Filings deskUWMC$1.45▲ 26.1%

UWM asks $2.00 for $1.45 stock. Its CEO and his family's company must cover any shortfall

On Oct. 23, UWM estimated a third-quarter return to profit and said material outside demand for its $400 million stock sale is unlikely. Its backstop buyers can take preferred stock, ranked ahead of the common.

KeyVex News··6 min readFact-checked against 11 public records
KeyVex News··6 min readFact-checked against 11 public records
UWMC$1.45▲ 26.1%Close, Oct. 23. Prices from Tiingo.
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  1. In a rights offering, a company lets its shareholders buy new shares, usually at a discount, so they can keep their slice. UWM's floor is $2.00 a share, set in August.
  2. Instead, $2.00 is 38% above UWM's $1.45 close on Oct. 23, so the same stock costs less on the exchange. Citing the share price, UWM says material outside demand is unlikely.
  3. Mat Ishbia, UWM's chief executive, and his family's company must cover any shortfall, and Oaktree may. They can take common stock, or preferred stock plus warrants, rights to buy more shares at set prices.
  4. Preferred stock is paid before common stock. The part of the $400 million a backstop buyer covers with preferred becomes a new claim ahead of the common, not new common shares.
  5. Next: the 10 trading days that set the price run Oct. 27 to Nov. 9. The offering expires Nov. 12.

The disclosure: UWM Holdings, the parent of United Wholesale Mortgage, said on Oct. 23 that at the current share price, "material subscription from outside investors is unlikely" in its $400 million rights offering.8-K The same filing, which reached the SEC at 8:43 a.m., before the market opened, estimated preliminary third-quarter net income of $205 million to $220 million.EDGAR8-K That would be a return to profit after a second-quarter loss.8-K

The price: Holders of UWM's Class A stock, the shares that trade on the NYSE, may buy 0.57 new shares for each share they held on Oct. 2. The price is the greater of $2.00 or 85% of the volume-weighted average price over the 10 trading days ending Nov. 9.8-KProspectus That $2.00 floor was set on Aug. 5, when the stock closed at $1.84. UWM has not closed at $2.00 or higher since July 17. On Oct. 23 it closed at $1.45.ProspectusChart data

Why it matters: A rights offering usually lets shareholders buy in to keep their share of a company. With this one priced above the market, any shortfall falls to a backstop: Mat Ishbia, UWM's chief executive, and his family's company must cover it, and the investment firm Oaktree may.Prospectus For any shortfall, their choice decides whether Class A holders face new shares, or a new claim ranked ahead of theirs that comes with warrants for more shares.Prospectus

UWM's stock, its new financing and the rights offeringDaily close, Jan. 2 to Oct. 23, 2026 ▼ 67.1%Show chartHide chart
UWM's stock, its new financing and the rights offeringDaily close as traded. Numbered dots mark the story's key dates, not what moved the stock. Story shows Jan. 2 to Oct. 23, 2026; switch ranges, compare with the S&P 500, or show the filing markers from KeyVex's UWM page.
UWMC
UWM Holdings Corp. · NYSE
Nasdaq 100S&P 500
Filings
Story90D1Y5Y
UWMCS&P 500 (rebased)1News in this story
Congress BuyCongress SellInsider BuyInsider SellForm 1448-KLobbying
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Daily closes as traded · Close Prices from Tiingo.comColored dots are filings · White numbered dots are the news in this story · UWMC on KeyVex
  1. 1Aug. 6, 2026 The day after UWM reports a loss, suspends its dividend and sells $1.65 billion of preferred stock. The Aug. 5 filing, after the close, also commits UWM to raise $400 million more at a $2.00 floor. UWM closes at $1.20, down 34.8%.
  2. 2Sept. 29, 2026 The rights offering's prospectus is filed. 200 million new shares at the greater of $2.00 or 85% of a 10-day average price. UWM closes at $1.24.
  3. 3Oct. 5, 2026 The rights go out. UWM says they can't trade on the NYSE while the stock is under $2.00. UWM closes at $1.29.
  4. 4Oct. 14, 2026 A record low close. UWM closes at $1.01, the lowest in KeyVex's data, which starts March 4, 2021.
  5. 5Oct. 23, 2026 Preliminary third quarter, and UWM's view of outside demand. Filed before the open. UWM closes at $1.45, up 26.1%.
View the data (204 trading days)
DateCloseDay change
2026-10-23$1.45+26.1%
2026-10-22$1.15+3.6%
2026-10-21$1.11+0.9%
2026-10-20$1.10+3.8%
2026-10-19$1.06+1.0%
2026-10-16$1.05−8.7%
2026-10-15$1.15+13.9%
2026-10-14$1.01−1.9%
2026-10-13$1.03+1.0%
2026-10-12$1.02−5.6%
2026-10-09$1.08−0.9%
2026-10-08$1.09−3.5%
2026-10-07$1.13−5.8%
2026-10-06$1.20−7.0%
2026-10-05$1.29+2.4%
2026-10-02$1.26+5.0%
2026-10-01$1.20+1.7%
2026-09-30$1.18−4.8%
2026-09-29$1.24−0.8%
2026-09-28$1.25+2.5%
2026-09-25$1.220.0%
2026-09-24$1.220.0%
2026-09-23$1.22−3.2%
2026-09-22$1.260.0%
2026-09-21$1.26+0.8%
2026-09-18$1.25−0.8%
2026-09-17$1.26+2.4%
2026-09-16$1.23−3.9%
2026-09-15$1.28−3.8%
2026-09-14$1.33−1.5%
2026-09-11$1.35+0.7%
2026-09-10$1.34−2.2%
2026-09-09$1.37−1.4%
2026-09-08$1.39−5.4%
2026-09-04$1.47+0.7%
2026-09-03$1.46+0.7%
2026-09-02$1.45+5.8%
2026-09-01$1.37−5.5%
2026-08-31$1.45−2.7%
2026-08-28$1.49+0.7%
2026-08-27$1.48+1.4%
2026-08-26$1.46−3.3%
2026-08-25$1.51+6.3%
2026-08-24$1.42+1.4%
2026-08-21$1.40−1.4%
2026-08-20$1.42−4.7%
2026-08-19$1.49+3.5%
2026-08-18$1.44−3.4%
2026-08-17$1.49−6.3%
2026-08-14$1.59−2.5%
2026-08-13$1.63+7.9%
2026-08-12$1.51−1.3%
2026-08-11$1.53+8.5%
2026-08-10$1.41+10.2%
2026-08-07$1.28+6.7%
2026-08-06$1.20−34.8%
2026-08-05$1.84−5.6%
2026-08-04$1.95+1.6%
2026-08-03$1.92+5.5%
2026-07-31$1.82−2.2%
2026-07-30$1.86−6.1%
2026-07-29$1.98+6.5%
2026-07-28$1.86+1.1%
2026-07-27$1.84+0.5%
2026-07-24$1.83+5.2%
2026-07-23$1.74−5.4%
2026-07-22$1.84−3.2%
2026-07-21$1.90+0.5%
2026-07-20$1.89−6.4%
2026-07-17$2.02−1.5%
2026-07-16$2.05+1.0%
2026-07-15$2.03+0.5%
2026-07-14$2.02+1.0%
2026-07-13$2.00−3.8%
2026-07-10$2.080.0%
2026-07-09$2.08+2.5%
2026-07-08$2.03−1.5%
2026-07-07$2.06−6.4%
2026-07-06$2.20+1.4%
2026-07-02$2.17−2.3%
2026-07-01$2.22−3.1%
2026-06-30$2.29+9.0%
2026-06-29$2.10−3.7%
2026-06-26$2.18+2.8%
2026-06-25$2.12+5.0%
2026-06-24$2.02−0.5%
2026-06-23$2.03−1.0%
2026-06-22$2.05−7.7%
2026-06-18$2.22−2.6%
2026-06-17$2.28−6.2%
2026-06-16$2.43+3.4%
2026-06-15$2.35−1.3%
2026-06-12$2.38−0.4%
2026-06-11$2.39−1.6%
2026-06-10$2.43−2.0%
2026-06-09$2.48−3.1%
2026-06-08$2.56−1.2%
2026-06-05$2.59−1.1%
2026-06-04$2.62−4.0%
2026-06-03$2.73−8.1%
2026-06-02$2.97−1.3%
2026-06-01$3.01−1.6%
2026-05-29$3.06−2.5%
2026-05-28$3.14+1.3%
2026-05-27$3.10−0.3%
2026-05-26$3.11+0.6%
2026-05-22$3.09+0.7%
2026-05-21$3.07+2.0%
2026-05-20$3.01+3.1%
2026-05-19$2.920.0%
2026-05-18$2.92−2.7%
2026-05-15$3.00−1.0%
2026-05-14$3.03−2.3%
2026-05-13$3.10−4.6%
2026-05-12$3.25−2.4%
2026-05-11$3.33−1.5%
2026-05-08$3.380.0%
2026-05-07$3.38−3.2%
2026-05-06$3.49+1.7%
2026-05-05$3.43−3.1%
2026-05-04$3.54−3.3%
2026-05-01$3.66+3.4%
2026-04-30$3.54+2.0%
2026-04-29$3.47−4.9%
2026-04-28$3.65−2.4%
2026-04-27$3.74−1.1%
2026-04-24$3.78+3.0%
2026-04-23$3.67−0.3%
2026-04-22$3.68−1.6%
2026-04-21$3.74−6.0%
2026-04-20$3.98+1.5%
2026-04-17$3.92+4.5%
2026-04-16$3.75−1.6%
2026-04-15$3.81+2.4%
2026-04-14$3.72−0.3%
2026-04-13$3.73+1.1%
2026-04-10$3.69−5.9%
2026-04-09$3.92+0.3%
2026-04-08$3.91+8.0%
2026-04-07$3.62−3.5%
2026-04-06$3.75+0.8%
2026-04-02$3.72+2.2%
2026-04-01$3.64+0.6%
2026-03-31$3.62+4.3%
2026-03-30$3.47+1.5%
2026-03-27$3.42−3.1%
2026-03-26$3.530.0%
2026-03-25$3.53−2.2%
2026-03-24$3.61−3.5%
2026-03-23$3.74+5.1%
2026-03-20$3.56−3.5%
2026-03-19$3.690.0%
2026-03-18$3.69+0.8%
2026-03-17$3.66+0.8%
2026-03-16$3.63−0.8%
2026-03-13$3.66−2.1%
2026-03-12$3.74−4.3%
2026-03-11$3.91−3.2%
2026-03-10$4.04+3.9%
2026-03-09$3.89+0.8%
2026-03-06$3.86−4.2%
2026-03-05$4.03−3.6%
2026-03-04$4.18−1.6%
2026-03-03$4.25−1.8%
2026-03-02$4.33−1.8%
2026-02-27$4.41−3.1%
2026-02-26$4.55+9.4%
2026-02-25$4.16−8.8%
2026-02-24$4.56+0.7%
2026-02-23$4.53−1.9%
2026-02-20$4.62−3.7%
2026-02-19$4.80−0.2%
2026-02-18$4.81−0.6%
2026-02-17$4.84−1.0%
2026-02-13$4.89+4.0%
2026-02-12$4.70+0.6%
2026-02-11$4.67−3.5%
2026-02-10$4.84+4.5%
2026-02-09$4.63−2.5%
2026-02-06$4.75−7.8%
2026-02-05$5.15+0.2%
2026-02-04$5.14+1.2%
2026-02-03$5.08−1.0%
2026-02-02$5.13+4.5%
2026-01-30$4.91−13.9%
2026-01-29$5.70−3.2%
2026-01-28$5.89+0.5%
2026-01-27$5.86+1.4%
2026-01-26$5.78−0.2%
2026-01-23$5.79−0.2%
2026-01-22$5.80+0.2%
2026-01-21$5.79+0.3%
2026-01-20$5.77−5.4%
2026-01-16$6.10+5.2%
2026-01-15$5.80+6.4%
2026-01-14$5.45+1.5%
2026-01-13$5.37+0.6%
2026-01-12$5.34−0.4%
2026-01-09$5.36+13.8%
2026-01-08$4.71+1.7%
2026-01-07$4.63+2.7%
2026-01-06$4.51+1.3%
2026-01-05$4.45+0.9%
2026-01-02$4.41

The Aug. 5 filing reached the SEC at 9:57 p.m., after the close, so the next day's close is the first after the news.EDGAR Oct. 23 was UWM's biggest one-day gain and Aug. 6 its biggest one-day fall in KeyVex's data, which starts March 4, 2021. Source: Tiingo end-of-day closes, as traded, via KeyVex.

Where the $2.00 came from

The floor was set on Aug. 5, as part of what UWM calls a $2.05 billion "strategic capital partnership" with Oaktree Capital Management.Prospectus That day, Oaktree funds paid $1.5 billion for preferred stock and warrants, rights to buy shares at set prices. SFS Group Capital, a company the Ishbia family wholly owns, paid $150 million on substantially the same economic terms.8-K8-K Ishbia is also UWM's chairman and president.8-K

The rest of the deal was this rights offering: at least $400 million for 200 million new shares, or $2.00 apiece.Prospectus The same release reported a second-quarter net loss of $451.9 million, after net income of $170.4 million in the first quarter, and said the board had suspended UWM's quarterly dividend.8-K It reached the SEC after the close. The next day, UWM closed at $1.20, down 34.8%.EDGARChart data

Most of the $1.65 billion paid down about $1.5 billion of loans backed by UWM's mortgage servicing rights, the right to collect fees for managing loans.Prospectus The $400 million, with some of the rest, is to redeem $500 million of 5.75% notes due June 15, 2027.Prospectus

UWM's $2.00 floor, against its stock priceDollars a share. The offering's price is $2.00 unless 85% of the 10-day average beats it.
View the data
PricePer shareNote
Average price that would lift the offering above $2.00 (85% of it must top $2.00; KeyVex's math)$2.35$2.00 divided by 0.85
The offering's floor price (Set in the Aug. 5 deal)$2.00Prospectus, Sept. 29
Close on Aug. 5, the day the deal was signed (Before it was announced)$1.84As traded
Close on Oct. 23 (Up 26.1% that day)$1.45As traded
Record low close, Oct. 14 (Lowest since March 4, 2021)$1.01As traded

The 10 trading days run Oct. 27 to Nov. 9. Sources: UWM's prospectus supplement of Sept. 29, 2026; Tiingo end-of-day closes, as traded, via KeyVex.

For the formula to beat the floor, 85% of that 10-day average would have to top $2.00. That means an average above about $2.35, by KeyVex's math, or 62% above the Oct. 23 close.ProspectusChart data UWM said it released the preliminary results before the price-setting period begins, "so that investors have access to updated operating and financial information."8-K

Who pays if shareholders don't

Ishbia has agreed to use his own rights, on the 408,131 Class A shares he owns.Prospectus Beyond that, the backstop buyers choose what they get. One choice is common stock at the subscription price.Prospectus

The other is new preferred stock, ranked behind the August preferred, with up to $400 million of liquidation value, the amount its holders are owed before common holders if UWM is wound up. It comes with up to 80 million more warrants, split equally between the two kinds sold in August.Prospectus8-K That preferred stock would rank ahead of the Class A shares, the prospectus says.Prospectus

A month before the Oct. 23 filing, Keefe, Bruyette & Woods analysts wrote that the offering would likely fall short, in a report HousingWire quoted on Sept. 23. With the shares "well below $2," they wrote, the offering was "unlikely to be successful" unless the market backdrop changed meaningfully and interest rates fell materially.HousingWire "As a result, we believe the $400 million will be funded by either Oaktree or SFS in the form of a preferred investment," they wrote.HousingWire

UWM's Class A shares, and the claims that could become Class A sharesShow chartHide chart
UWM's Class A shares, and the claims that could become Class A sharesMillions of shares or units, as of Sept. 25, 2026, from the prospectus
View the data
Shares or unitsMillionsNote
Class B units held by SFS Corp. (Could become Class A shares)1261.9MProspectus, as of Sept. 25
Class A shares outstanding (The shares that trade on the NYSE)345.1MProspectus, as of Sept. 25
Warrants sold Aug. 5 (Half at $6.00, half at $2.00)330.0MOaktree 300M, SFS Group 30M
New shares in the rights offering (At the subscription price)200.0MUp to 200M

SFS Corp., the Ishbia family's holding company, owns all of the operating company's Class B units. They can be exchanged, at UWM's choice, for cash or for stock that converts into Class A shares. The warrants are Oaktree's and SFS Group's. Source: UWM's prospectus supplement of Sept. 29, 2026.

The Class A shares that trade on the NYSE are the smaller part of UWM. SFS Corp., the Ishbia family's holding company, owns all of the operating company's Class B units. They can be exchanged, at UWM's choice, for cash or for stock that converts into Class A shares, and the prospectus counts 1.26 billion Class A shares that could be issued that way, against 345.1 million Class A shares outstanding.Prospectus If the backstop buyers take common stock and no one else subscribes, the 200 million new shares would be about 37% of the Class A stock after the offering, by KeyVex's math.Prospectus

While the stock stays under $2.00, the rights can't trade on the NYSE, UWM said on Oct. 5.8-K

What the third quarter shows

UWM made $33.4 billion of loans in the third quarter, down from $39.7 billion in the second. It expects third-quarter revenue of $800 million to $825 million. Its estimates are preliminary and unaudited.8-K8-K

UWM now expects 2026 revenue of $3.35 billion to $3.50 billion, lower than it expected earlier in the year because of lower lending across the industry, it says.8-K It plans to sell $70 billion to $80 billion of mortgage servicing rights in the fourth quarter, for more than $1.8 billion. That money and the rights offering's are to keep paying down debt other than the lines that fund its new loans.8-K

Ishbia has defended the company. "UWM has never been stronger than we are today. Never," he said in an August video on LinkedIn, Bloomberg reported.Bloomberg Fitch Ratings had downgraded UWM that month, treating the new preferred stock as debt and citing "elevated key person risk" because of Ishbia's "significant control" over the company, Bloomberg reported.Bloomberg A UWM spokesperson said in a statement that Ishbia had personally committed multiple hundreds of millions of dollars alongside Oaktree, Bloomberg reported.Bloomberg

What's left open: The offering expires at 5 p.m. Eastern on Nov. 12, unless it is extended.8-KProspectus As of Oct. 23, none of UWM's filings says which of the two securities the backstop buyers will take.8-KProspectus

What to watch

  1. The first of the 10 trading days whose average can lift the price above $2.00.

  2. The last of those days.

  3. The rights offering expires at 5 p.m. Eastern. Any shortfall from $400 million falls to the backstop.

  4. The maturity of the $500 million of 5.75% notes the money is to redeem, after the offering closes.

The paper trail

Selected UWM filings on the financing and the rights offering, Aug. 5 through Oct. 23, 2026, with the Eastern time EDGAR accepted each.

Filed (ET)FormFilerWhat it shows
Aug. 5, 9:23 a.m.S-3ASRUWMThe shelf registration the rights offering is made under.
Aug. 5, 9:57 p.m.8-KUWMSecond-quarter loss of $451.9 million; dividend suspended. $1.65 billion of preferred stock and 330 million warrants sold to Oaktree and SFS Group. The $400 million rights offering and its backstop.
Sept. 23, 8:00 a.m.FWPUWMInvestor presentation filed under the same registration.
Sept. 29, 4:29 p.m.424B5UWMThe rights offering's prospectus: 200 million shares at the greater of $2.00 or 85% of a 10-day average.
Oct. 1, 4:53 p.m.8-KUWMReports the resale registration of Oaktree's Series A-1 preferred, the 330 million warrants and the warrant shares.
Oct. 5, 5:20 p.m.8-KUWMThe offering begins: 0.57 shares a right, expiring Nov. 12. The rights won't trade while the stock is under $2.00.
Oct. 23, 8:43 a.m.8-KUWMPreliminary third quarter: net income of $205 million to $220 million. Outside subscription "unlikely."

Sources

15 sources, 11 of them public records

Public records

  1. UWM Holdings Corp., Form 8-K (Items 2.02, 8.01)SEC EDGAR · Oct. 23, 2026
  2. UWM Holdings Corp., Form 8-K filing index (EDGAR acceptance time)SEC EDGAR · Oct. 23, 2026
  3. UWM Holdings Corp., Form 8-K, Exhibit 99.1: preliminary third-quarter 2026 results and updated financial disclosureSEC EDGAR · Oct. 23, 2026
  4. UWM Holdings Corp., Form 8-K: commencement of the rights offeringSEC EDGAR · Oct. 5, 2026
  5. UWM Holdings Corp., Form 8-K: resale registration of Series A-1 preferred stock and warrantsSEC EDGAR · Oct. 1, 2026
  6. UWM Holdings Corp., automatic shelf registration statement (S-3ASR, File No. 333-297986)SEC EDGAR · Aug. 5, 2026
  7. UWM Holdings Corp., free writing prospectus: investor presentationSEC EDGAR · Sept. 23, 2026
  8. UWM Holdings Corp., prospectus supplement for the rights offering (424B5)SEC EDGAR · Sept. 29, 2026
  9. UWM Holdings Corp., Form 8-K: securities purchase agreement, Series A preferred stock, warrantsSEC EDGAR · Aug. 5, 2026
  10. UWM Holdings Corp., Form 8-K filing index (EDGAR acceptance time)SEC EDGAR · Aug. 5, 2026
  11. UWM Holdings Corp., Form 8-K, Exhibit 99.1: second-quarter 2026 resultsSEC EDGAR · Aug. 5, 2026

Reporting

  1. "UWM sets terms for $400M rights offering with Oaktree, Ishbia backstop"HousingWire · Sept. 23, 2026
  2. "UWM's stock slide puts Phoenix Suns owner's wealth in focus" (Bloomberg News, as published by National Mortgage News)Bloomberg News · Aug. 15, 2026 (as published by National Mortgage News)

Data

  1. End-of-day prices for UWMC since March 4, 2021, and for SPY and QQQ on the chart (Tiingo)KeyVex · through Oct. 23, 2026
  2. The chart's Filings layer: KeyVex's Congress trade, insider trade, Form 144, 8-K and lobbying records for UWMCKeyVex · through Oct. 23, 2026

How we got these numbers

  • Prices are end-of-day closes as traded, not adjusted for dividends. Daily moves are close to close: $1.15 on Oct. 22 to $1.45 on Oct. 23 is a 26.1% rise; $1.84 on Aug. 5 to $1.20 on Aug. 6 is a 34.8% fall. The record-low, biggest-gain and biggest-fall comparisons cover every UWMC close in KeyVex's data, which starts March 4, 2021. The Filings switch shows the filing markers from KeyVex's UWM stock page, a selection of insider trades and 8-Ks: not every filing, and not only those tied to this story.
  • The average price that would lift the offering above its floor is KeyVex's math: $2.00 divided by 0.85 is about $2.3529, which is 62% above the $1.45 close on Oct. 23. The offering price $2.00 is 37.9% above that close.
  • The $1.5 billion is rounded from the prospectus's figure of about $1.508 billion. The 37% share is KeyVex's math: 200 million new shares out of 545,098,878 Class A shares after the offering (345,098,878 as of Sept. 25 plus 200 million), the prospectus's own after-offering figure. It assumes the backstop buyers take common stock at the $2.00 floor (a higher price means fewer shares for $400 million) and leaves out the warrants and the Class B units.
  • UWM's third-quarter figures are its own preliminary, unaudited estimates, which it says may change.

How KeyVex News works. Our stories are researched, drafted and checked with AI tools from public records. Every figure is checked against the filing it cites, and each story passes a final review before publication. Corrections are made in place and noted at the top of the story.

KeyVex News reports on public records. Nothing here is investment advice or a recommendation to buy or sell any security. Close prices from Tiingo.com.

The image shown with this story is AI-generated.

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