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Form 8-K

sec.gov

8-K — ONITY GROUP INC.

Accession: 0001493152-26-021221

Filed: 2026-05-05

Period: 2026-04-30

CIK: 0000873860

SIC: 6162 (MORTGAGE BANKERS & LOAN CORRESPONDENTS)

Item: Entry into a Material Definitive Agreement

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — form8-k.htm (Primary)

EX-99.1 (ex99-1.htm)

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8-K

8-K (Primary)

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0000873860

0000873860

2026-04-30

2026-04-30

iso4217:USD

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UNITED

STATES

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

Date

of Report (Date of earliest event reported): April 30, 2026

onity

group inc.

(Exact

name of registrant as specified in its charter)

Florida

1-13219

65-0039856

(State

or other jurisdiction

(Commission

(IRS

Employer

of

incorporation)

File

Number)

Identification

No.)

1661

Worthington Road, Suite 100

West

Palm Beach, Florida 33409

(Address

of principal executive offices)

Registrant’s

telephone number, including area code: (561) 682-8000

Not

applicable.

(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:

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:

Title

of each class

Trading

Symbol(s)

Name

of each exchange on which registered

Common

Stock, $0.01 Par Value

ONIT

New

York Stock Exchange (NYSE)

Indicate

by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405

of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 a Material Definitive Agreement.

On

April 30, 2026, Onity Group Inc. (“Onity” or the “Company”), through its

wholly-owned subsidiary Onity Mortgage Corporation (“OMC”), and Finance of America Reverse LLC (“FAR”) entered

into an amendment (the “Amendment”) to the parties’ agreements for the sale of Onity’s reverse mortgage servicing

portfolio and certain reverse originations assets. Pursuant to the Amendment, which modifies the terms of the Asset Purchase Agreement

and the Reverse Mortgage Servicing Rights Purchase and Sale Agreement, each dated as of November 17, 2025, OMC has agreed to sell reverse

mortgage servicing rights (“MSRs”) comprised of approximately 20,000 Ginnie Mae home equity conversion mortgage (“HECM”)

loans with an unpaid principal balance (“UPB”) of $5.1 billion as of March 31, 2026. FAR will also acquire OMC’s pipeline

of reverse mortgage loans as of the transaction closing date. In addition, FAR expects to assume certain of OMC’s US-based reverse

originations employees in May 2026 and additional employees in July 2026.

OMC

will become the subservicer for the reverse MSRs sold to FAR under a three-year subservicing agreement subject to automatic one-year

renewal unless FAR provides notice of non-renewal 180 days prior to the expiration of the original term, and subject thereafter to renewal

upon mutual agreement of the parties. OMC has agreed to discontinue its reverse originations business upon closing with the exception

of activities relating to the recapture of existing HECM borrowers for any HECM MSRs not transferred to FAR.

Based

on the UPB of the HECM loans as of March 31, 2026, the proceeds from the transaction are estimated to be approximately $105-115 million

in cash before transaction costs, repayment of certain warehouse financings, and related adjustments, including as a result of asset

and liabilities balances as of the closing date. Following these payments and adjustments, the transaction is expected to produce net

proceeds of $70 to $80 million. The transaction is subject to regulatory approval and customary closing conditions

and is expected to close in the third quarter of 2026.

Item 2.02 Results of Operations and Financial Condition.

On

May 5, 2026, the Company issued a press release announcing results for the first quarter ended March 31, 2026 and providing a business

update. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

The

information in this Item 2.02 and the information in the related exhibit attached hereto shall not be deemed to be “filed”

for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject

to the liabilities of that Section, nor shall such information be deemed incorporated by reference in any filing under the Securities

Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits

Exhibit

Number

Description

99.1

Press Release of Onity Group Inc. dated May 5, 2026

104

Cover Page Interactive Data File formatted in online XBRL (included as Exhibit 101)

Forward

Looking Statements

This

Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended,

and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements may be identified by a reference

to a future period or by the use of forward-looking terminology. Forward-looking statements are typically identified by words such as

“expect”, “believe”, “foresee”, “anticipate”, “intend”, “estimate”,

“goal”, “strategy”, “plan” “target” and “project” or conditional verbs such

as “will”, “may”, “should”, “could” or “would” or the negative of these terms,

although not all forward-looking statements contain these words, and includes statements in this Current Report on Form 8-K regarding

the amount of net proceeds expected from the transaction, the expected timing of closing, the timing of the transfer of OMC employees

to FAR, the future of Onity’s relationship with FAR, and the expected financial and operational impacts of the transaction.

Forward-looking

statements involve a number of assumptions, risks and uncertainties that could cause actual results to differ materially. Important factors

that could cause actual results to differ materially from those suggested by the forward-looking statements include, but are not limited

to, the timing of the receipt of required regulatory approvals (or failure to receive such approvals), the amount of assets transferred

at closing, the nature and amount of post-closing adjustments, future payments related to indemnification obligations, the reaction of

customers, contractual counterparties and others to the transaction, FAR’s future strategic decisions and performance, changes

in market conditions, the industry in which Onity operates, and its business, the actions of governmental entities and regulators, developments

in litigation matters, and other risks and uncertainties detailed in Onity’s reports and filings with the SEC, including our annual

report on Form 10-K for the year ended December 31, 2025 and any current report or quarterly report filed with the SEC since such date.

Anyone wishing to understand Onity’s business should review the Company’s SEC filings. The forward-looking statements speak

only as of the date they are made and the Company disclaims any obligation to update or revise forward-looking statements whether as

a result of new information, future events or otherwise.

SIGNATURES

Pursuant

to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its

behalf by the undersigned, hereunto duly authorized.

ONITY

GROUP INC.

(Registrant)

Date:

May 5, 2026

By:

/s/

Sean B. O’Neil

Sean

B. O’Neil

Chief

Financial Officer

EX-99.1

EX-99.1

Filename: ex99-1.htm · Sequence: 2

Exhibit

99.1

Onity

Group Inc.

ONITY

GROUP ANNOUNCES FIRST QUARTER 2026 RESULTS

Double-digit

year-over-year growth in revenue, origination volume, and total servicing UPB; Originations profitability partially offset higher MSR

runoff

West

Palm Beach, FL – (May 5, 2026) – Onity Group Inc. (NYSE: ONIT) (“Onity” or the “Company”)

today announced its first quarter 2026 results.

First

Quarter 2026:

● Net

income attributable to common stockholders of $7 million; diluted EPS of $0.74; ROE of 4%

● Adjusted

pre-tax loss* of $6 million, resulting in annualized adjusted ROE* of (4%), includes impact

of mortgage interest rate volatility, higher than expected refinancing activity, and elevated

FHA delinquencies

● $294

million in total revenue, up 18% vs Q1 2025; $278 million in adjusted revenue,* up 26% vs

Q1 2025

● $28

billion in total servicing additions, including $20 billion in MSR additions

● $338

billion in ending servicing UPB, up 11% vs Q1 2025

2026

Outlook:

● Updated

adjusted ROE* guidance range to 10% - 15% from 13% - 15%, in light of ongoing rate volatility

due to geopolitical events

● Reaffirming

previous guidance on servicing UPB growth, MSR hedge effectiveness, and operating efficiency

*

See “Note Regarding Non-GAAP Financial Measures” below

Glen

A. Messina, Chair, President and CEO of Onity Group, said, “First quarter results reflected solid underlying business momentum,

with double-digit year-over-year growth in revenue, originations volume, and total servicing UPB. At the same time, mortgage rate volatility,

higher than expected refinancing activity, and elevated FHA delinquencies pressured near-term performance. We are taking decisive actions

to address these drivers while continuing to execute on our growth initiatives and the fundamentals of our balanced business model, which

has proven resilient over the long term.”

Messina

continued, “Looking ahead, we remain focused on accelerating profitable growth and creating value for all stakeholders, supported

by the expanded use of AI-powered technologies to drive service excellence, reduce costs, and grow revenue. Additionally, subject to

Ginnie Mae approval, we look forward to completing our revised reverse mortgage transaction with Finance of America Reverse, which is

expected to establish a subservicing relationship with a market leader and enable greater focus on other higher-value growth opportunities.”

1

Additional

First Quarter 2026 Operating and Business Highlights

● Repurchased

approximately 154,000 shares of Onity common stock during Q1, utilizing $6.1 million of the

$10 million authorization; as of May 1, 2026, completed the repurchase of approximately 88,000

shares with the remaining $3.9 million

● Raised

an additional $200 million from high yield debt offering

● Funded

recapture volume up 4x, compared to Q1 2025

● Originations

volume up 2x to $14 billion, compared to Q1 2025

● Book

value per share of $75, up $17 compared to Q1 2025

● Servicing

advances of $431 million on owned forward servicing UPB of $165 billion, 28% reduction in

advances while UPB has grown 32% since Q1 2024

● Revised

previously announced transaction with Finance of America Reverse LLC and submitted to Ginnie

Mae for approval

● For

the past five years, Onity Mortgage has won the Fannie Mae STAR and Freddie Mac SHARP award

for servicing its owned MSR portfolio or on behalf of its subservicing clients

● On

March 23, 2026, the Company’s mortgage subsidiary, PHH Mortgage Corporation, officially

changed its name to Onity Mortgage Corporation

Webcast

and Conference Call

Onity

will hold a conference call on Tuesday, May 5, 2026, at 8:30 a.m. (ET) to review the Company’s first quarter 2026 operating results.

All interested parties are welcome to participate. You can access the conference call by dialing (800) 267-6316 or (203) 518-9783 approximately

10 minutes prior to the call; please reference the conference ID “Onity.” Participants can also access the conference call

through a live audio webcast available from the Shareholder Relations page at onitygroup.com under Events and Presentations. An

investor presentation will accompany the conference call and be available by visiting the Shareholder Relations page at onitygroup.com

prior to the call. A replay of the conference call will be available via the website approximately

two hours after the conclusion of the call. A telephonic replay will also be available approximately three hours following the call’s

completion through May 19, 2026, by dialing (844) 512-2921 or (412) 317-6671; please reference access code 11161434.

About

Onity Group

Onity

Group Inc. (NYSE: ONIT) is a leading non-bank financial services company delivering mortgage servicing and originations solutions through

Onity Mortgage Corporation. As one of the largest mortgage servicers in the country, we help consumers and business clients achieve their

homeownership and financial goals with a wide range of servicing and lending programs powered by a technology-enabled, customer-centric

platform. Headquartered in West Palm Beach, Florida, with offices and operations in the United States, the U.S. Virgin Islands, India

and the Philippines, we have been serving our customers since 1988. For additional information, please visit onitygroup.com or

onitymortgage.com.

Forward

Looking Statements

This

press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section

21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements may be identified by a reference to a future

period or by the use of forward-looking terminology. Forward-looking statements are typically identified by words such as “expect”,

“believe”, “foresee”, “anticipate”, “intend”, “estimate”, “goal”,

“strategy”, “plan” “target” and “project” or conditional verbs such as “will”,

“may”, “should”, “could” or “would” or the negative of these terms, although not all

forward-looking statements contain these words, and includes statements in this press release regarding our guidance on adjusted ROE,

UPB growth, MSR hedge rate effectiveness and operating efficiency, our ability to accelerate profitable growth, and create value for

all stakeholders, the expanded use of AI-powered technologies to drive service excellence, reduce costs, and grow revenue, our ability

to close our transaction with Finance of America Reverse LLC (FAR) and establish a reverse subservicing relationship, and the impact

of the FAR transaction and relationship on our business and growth opportunities. Forward-looking statements by their nature address

matters that are, to different degrees, uncertain. Readers should bear these factors in mind when considering such statements and should

not place undue reliance on such statements.

2

Forward-looking

statements involve a number of assumptions, risks and uncertainties that could cause actual results to differ materially. In the past,

actual results have differed from those suggested by forward looking statements and this may happen again. Important factors that could

cause actual results to differ materially from those suggested by the forward-looking statements include, but are not limited to, the

potential for ongoing disruption in the financial markets and in commercial activity generally as a result of U.S. and global political

events, changes in monetary and fiscal policy, and other sources of instability; the impacts of inflation, employment disruption, and

other financial difficulties facing our borrowers; the timing for receipt of required consents

to close our transaction with FAR; the timing for receipt of required consents to transfer certain Rithm Capital Corp. (Rithm) assets,

the size of the portfolio at the time of transfer, and our ability to restructure operations in a timely and cost-effective manner, identify

and execute on alternative sources of revenue for our servicing business, and adjust our liquidity management practices due to the reduction

of servicing float balances associated with the Rithm agreements; the adequacy of our financial resources, including our ability

to sell, fund and recover servicing advances, whole loans, future draws on existing reverse loans, and HECM and forward loan buyouts

and put backs, as well as repay, renew and extend borrowings, borrow additional amounts when required, meet our asset investment objectives

and comply with our debt agreements, including the financial and other covenants contained in them; our ability to interpret correctly

and comply with current or future liquidity, net worth and other financial and other requirements of regulators, the Federal National

Mortgage Association (Fannie Mae), and Federal Home Loan Mortgage Corporation (Freddie Mac) (together, the GSEs), and the Government

National Mortgage Association (Ginnie Mae);; the timing for implementation of our technology and AI-based initiatives and the extent

to which they contribute to our future success; breach or failure of Onity’s, our contractual counterparties’, or our vendors’

information technology or other security systems or privacy protections, including any failure to protect customers’ data, resulting

in disruption to our operations, loss of income, reputational damage, costly litigation and regulatory penalties; our reliance on our

technology vendors to adequately maintain and support our systems, including our servicing systems, loan originations and financial reporting

systems, and uncertainty relating to our ability to transition to alternative vendors, if necessary, without incurring significant cost

or disruption to our operations; our ability to close acquisitions of MSRs and other transactions, including the ability to obtain regulatory

approvals; our ability to grow our reverse servicing business; our ability to retain clients and employees of acquired businesses, and

the extent to which acquisitions and our other strategic initiatives will contribute to achieving our growth objectives; increased servicing

costs based on increased borrower delinquency levels or other factors; uncertainty related to past, present or future claims, litigation,

cease and desist orders and investigations regarding our servicing, foreclosure, modification, origination and other practices brought

by government agencies and private parties, including state regulators, the Consumer Financial Protection Bureau (CFPB), State Attorneys

General, the Securities and Exchange Commission (SEC), the Department of Justice or the Department of Housing and Urban Development (HUD);

the reactions of key counterparties, including lenders, the GSEs and Ginnie Mae, to our regulatory engagements and litigation matters;

increased regulatory scrutiny and media attention; any adverse developments in existing legal proceedings or the initiation of new legal

proceedings; our ability to effectively manage our regulatory and contractual compliance obligations; our ability to comply with our

servicing agreements, including our ability to maintain our seller/servicer and other statuses with the GSEs and Ginnie Mae; our servicer

and credit ratings as well as other actions from various rating agencies, including any future downgrades; as well as other risks and

uncertainties detailed in our reports and filings with the SEC, including our annual report on Form 10-K for the year ended December

31, 2025. Anyone wishing to understand Onity’s business should review our SEC filings. Our forward-looking statements speak only

as of the date they are made and, we disclaim any obligation to update or revise forward-looking statements whether as a result of new

information, future events or otherwise.

Note

Regarding Non-GAAP Financial Measures

This

press release contains references to adjusted pre-tax income (loss), adjusted ROE and adjusted revenue, all non-GAAP financial measures.

We

believe these non-GAAP financial measures provide a useful supplement to discussions and analysis of our financial condition, because

they are measures that management uses to assess the financial performance of our operations and allocate resources. In addition, management

believes that this presentation may assist investors with understanding and evaluating our initiatives to drive improved financial performance.

Management believes, specifically, that the removal of fair value changes of our net MSR exposure due to changes in market interest rates

and assumptions provides a useful, supplemental financial measure as it enables an assessment of our ability to generate earnings regardless

of market conditions and the trends in our underlying businesses by removing the impact of fair value changes due to market interest

rates and assumptions, which can vary significantly between periods. However, these measures should not be analyzed in isolation or as

a substitute to analysis of our GAAP pre-tax income (loss), GAAP pre-tax ROE or GAAP revenue nor a substitute for cash flows from operations.

There are certain limitations to the analytical usefulness of the adjustments we make to GAAP pre-tax income (loss), GAAP pre-tax ROE

and GAAP revenue and, accordingly, we use these adjustments only for purposes of supplemental analysis. Non-GAAP financial measures should

be viewed in addition to, and not as an alternative for, Onity’s reported results under accounting principles generally accepted

in the United States. Other companies may use non-GAAP financial measures with the same or similar titles that are calculated differently

to our non-GAAP financial measures. As a result, comparability may be limited. Readers are cautioned not to place undue reliance on analysis

of the adjustments we make to GAAP pre-tax income (loss), GAAP pre-tax ROE and GAAP revenue.

The

Company has not provided reconciliations of guidance for adjusted ROE, in reliance on the unreasonable efforts exception provided under

Item 10(e)(1)(i)(B) of Regulation S-K. The Company is unable, without unreasonable efforts, to forecast certain items required to develop

meaningful comparable GAAP financial measures. These items include the change in fair value of our net MSR exposure due to changes in

market interest rates and assumptions which can vary significantly between periods and are difficult to predict in advance in order to

include in a GAAP estimate.

3

Notables

In

the table below, we adjust GAAP pre-tax income for the following factors: MSR valuation adjustments, expense notables, and other income

statement notables. MSR valuation adjustments are comprised of changes to Forward MSR and Reverse mortgage valuations due to rates and

assumption changes. Expense notables include significant legal and regulatory settlement expenses, severance and retention costs, LTIP

stock price changes, consolidation of office facilities and other expenses (such as costs associated with strategic transactions). Other

income statement notables include non-routine transactions that are not categorized in the above.

Beginning

with the three months ended December 31, 2025, for purposes of calculating Adjusted ROE, we changed the methodology used to calculate

adjusted average equity to a monthly average. We made this change to improve the accuracy of net income impact on equity. See calculations

preceding “Average Adjusted Equity” in the “Adjusted ROE Calculation” table below. Presentation of past periods

has been conformed to the current presentation.

(Dollars

in millions)

Q1’26

Q4’25

Q1’25

I

Net Income Attributable

to Common Stockholders

7

126

21

A. Preferred Stock Dividend

(1)

(1)

(1)

II

Reported Net Income [I –

A]

8

127

22

B. Income Tax Benefit

(Expense)

(0)

119

13

III

Reported

Pre-Tax Income [II – B]

8

8

9

Forward MSR Valuation Adjustments

due to rates and assumption changes, net (a)(b)

11

8

(12)

Reverse

Mortgage Fair Value Change due to rates and assumption changes (b)(c)

9

0

10

IV

Total

MSR Valuation Adjustments due to rates and assumption changes, net

20

9

(2)

Significant legal and regulatory settlement

expenses

(3)

(6)

(14)

Severance and retention (d)

(3)

(0)

(0)

LTIP stock price changes (e)

2

(3)

0

Office facilities consolidation

(0)

(0)

(0)

Other

expense notables (f)

(0)

1

1

C.

Total Expense Notables

(4)

(9)

(14)

D. Other

Income Statement Notables (g)

(2)

(1)

(0)

V

Total

Other Notables [C + D]

(6)

(10)

(14)

VI

Total

Notables (h) [IV + V]

14

(1)

(16)

VII

Adjusted

Pre-Tax Income (Loss) [III – VI]

(6)

9

25

a) MSR

valuation adjustments that are due to changes in market interest rates and assumptions, net

of overall fair value gains / (losses) on MSR hedge, including FV changes of Pledged MSR

liabilities associated with MSR transferred to MSR capital partners and ESS financing liabilities

at fair value that are due to changes in market interest rates and assumptions, a component

of MSR valuation adjustments, net

b) The

changes in fair value due to market interest rates were measured by isolating the impact

of market interest rate changes on the valuation model output per our MSR valuation process

c) FV

changes of reverse loans and HMBS-related borrowings due to market interest rates and assumptions,

a component of gain on reverse loans and HMBS-related borrowings, net

d) Severance

and retention due to organizational rightsizing or reorganization

e) Long-term

incentive program (LTIP) compensation expense changes attributable to stock price changes

during the period

f) Contains

costs associated with but not limited to rebranding and other strategic initiatives and transactions

g) Contains

non-routine transactions including but not limited to early payoff expense and fair value

assumption changes on other investments recorded in other income/expense

h) Certain

previously presented notable categories with nil numbers for each period shown have been

omitted

4

Adjusted

ROE Calculation

(Dollars

in millions)

Q1’26

Q4’25

Q1’25

GAAP ROE

4%

89%

19%

I

Reported Net Income

8

127

22

II

Notable Items

14

(1)

(16)

III

Income Tax Benefit (Expense)

(0)

119

13

IV

Adjusted Pre-Tax Income (Loss) [I – II

– III]

(6)

9

25

V

Annualized

Adjusted Pre-tax Income (Loss) [IV * 4 for qtr.]

(25)

35

102

A. Monthly average common equity

632

535

451

B. Impact of notable items [ – II]

(14)

1

16

C. # of months in period + 1

4

4

4

D. Average impact of notables

[B / C]

(4)

0

4

VI

Average Adjusted Equity

[A + D]

628

535

456

VII

Adjusted

ROE (a) [V / VI]

(4%)

7%

22%

a) Effective

in Q4’25, adjusted average equity used in adjusted ROE is now a monthly average; presentation

of past periods has been conformed to the current presentation; without this change, adjusted

ROE would be 6% in Q4’25 and 22% in Q1’25; see “Notables” above for

more information

Adjusted

Revenue Calculation

(Dollars

in millions)

Q1’26

Q4’25

Q1’25

I

GAAP Revenue

294

290

250

II

Rithm, MAV, & Other Pledged MSR Reclass

(31)

(30)

(29)

III

Reverse Reclass

8

8

5

IV

MSR FV Adjustments Notables

5

11

(6)

V

Other

Notables(a)

2

1

1

VI

Adjusted

Revenue [I + II + III + IV + V]

278

280

220

a) Contains

non-routine transactions including but not limited to a reserve provision related to a pending

strategic transaction

5

Condensed

Consolidated Balance Sheets (unaudited)

Assets

(Dollars in millions)

March

31,

2026

December

31,

2025

March

31,

2025

Cash and cash equivalents

182.5

180.5

178.0

Restricted cash

124.7

84.1

58.9

Mortgage servicing rights (MSRs), at fair value

3,025.9

2,825.3

2,547.4

Advances, net

431.1

483.4

514.0

Loans held for sale, at fair value

3,150.2

1,891.7

1,402.2

Reverse loans held for sale pooled into Home

Equity Conversion Mortgage Backed Securities (HMBS), at fair value

9,596.5

9,807.5

-

Loans held for investment, at fair value

-

-

10,812.5

Receivables, net

365.0

189.8

222.3

Premises and equipment, net

11.3

10.8

10.8

Other assets

318.2

273.9

106.0

Contingent loan repurchase

asset

530.0

423.6

407.2

Total

Assets

17,735.2

16,170.6

16,259.3

Liabilities,

Mezzanine & Stockholders’ Equity (Dollars in millions)

March

31,

2026

December

31,

2025

March

31,

2025

HMBS-related borrowings, at fair

value

9,437.4

9,611.7

10,587.6

MSR related financing liabilities, at fair

value

794.6

842.0

835.5

MSR financing facilities, net

1,371.0

1,285.2

1,136.0

Advance match funded liabilities

291.3

341.9

377.5

Mortgage warehouse facilities

2,193.0

1,224.6

1,124.9

Reverse mortgage securitization notes, net

1,321.0

899.3

452.5

Senior notes, net

692.8

489.6

488.0

Other liabilities

424.9

374.9

340.0

Contingent loan repurchase

liability

530.0

423.6

407.2

Total

Liabilities

17,056.0

15,492.8

15,749.2

Mezzanine Equity

49.9

49.9

49.9

Stockholders’ Equity

629.2

627.9

460.2

Total

Liabilities, Mezzanine and Stockholders’ Equity

17,735.2

16,170.6

16,259.3

6

Condensed

Consolidated Statements of Operations (unaudited)

(Dollars in millions, except per share

data)

For

the Three Months Ended

Revenue

March

31,

2026

December

31,

2025

March 31,

2025

Servicing and subservicing fees

222.4

225.1

203.3

Gain on reverse loans and HMBS-related borrowings,

net

18.7

10.0

23.8

Gain on loans held for sale, net

34.1

36.7

11.8

Other revenue, net

19.1

18.2

10.9

Total

revenue

294.3

290.0

249.8

MSR

valuation adjustments, net

(69.0 )

(58.7 )

(38.9 )

Operating expenses

Compensation and benefits

69.7

70.9

57.4

Servicing and origination

18.5

17.3

13.0

Technology and communications

17.5

17.7

15.0

Professional services

14.8

18.4

22.6

Occupancy, equipment and mailing

8.5

8.2

8.2

Other expenses

3.1

3.9

3.6

Total

operating expenses

132.2

136.5

119.9

Other income (expense)

Interest income

41.0

39.5

26.2

Interest expense

(82.7 )

(83.0 )

(67.0 )

Pledged MSR liability expense

(42.6 )

(42.9 )

(41.9 )

Other, net

(0.9 )

(0.7 )

0.9

Other

income (expense), net

(85.2 )

(87.1 )

(81.9 )

Income before income taxes

7.9

7.7

9.1

Income tax expense (benefit)

0.3

(119.5 )

(13.0 )

Net

Income

7.6

127.2

22.1

Preferred stock dividend

(1.0 )

(1.0 )

(1.0 )

Net

Income attributable to common stockholders

6.6

126.1

21.1

Basic EPS

$ 0.78

15.40

$ 2.68

Diluted EPS

$ 0.74

14.24

$ 2.50

For

Further Information Contact:

Valerie

Haertel, VP, Investor Relations

(561)

570-2969

shareholderrelations@onitygroup.com

Dico

Akseraylian, SVP, Corporate Communications

(856)

917-0066

mediarelations@onitygroup.com

7

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