Companies: 10,831     total market cap: โ‚ฌ125.010 T
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Rocket Companies
RKT
#691
Rank
โ‚ฌ30.90 B
Marketcap
๐Ÿ‡บ๐Ÿ‡ธ United States
Country
10,92ย โ‚ฌ
Share price
-2.84%
Change (1 day)
-4.78%
Change (1 year)
๐Ÿ  Real estate๐Ÿ’ณ Financial services
Categories
  1. Rocket Companies
  2. Quarterly Reports (10-Q)
  3. Submitted on 2026-05-12

Rocket Companies - 10-Q quarterly report FY


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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2026
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______________ to _______________

Commission file number: 001-39432

Rocket Companies, Inc.
(Exact name of registrant as specified in its charter)
Delaware84-4946470
(State or other jurisdiction of incorporation or organization)(I.R.S. Employer 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)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A common stock, par value $0.00001 per shareRKTNew York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer☒Accelerated filer☐
Non-accelerated filer☐Smaller reporting company☐
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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒
As of May 4, 2026, 980,550,267 shares of the registrant's Class A common stock, $0.00001 par value, and 1,848,879,455 shares of the registrant's Class L common stock, $0.00001 par value, were outstanding.




Rocket Companies, Inc.
Form 10-Q
For the period ended March 31, 2026

Table of Contents
PART I. FINANCIAL INFORMATION
Item 1.
Condensed Consolidated Balance Sheets
5
Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)
6
Condensed Consolidated Statements of Changes in Equity
7
Condensed Consolidated Statements of Cash Flows
8
Notes to Condensed Consolidated Financial Statements
9
1. Business, Basis of Presentation and Significant Accounting Policies
9
2. Acquisitions
14
3. Fair Value Measurements
18
4. Mortgage Servicing Rights and Related Liabilities
24
5. Mortgage Loans Held for Sale
25
6. Borrowings
26
7. Transactions with Related Parties
31
8. Income Taxes
31
9. Derivative Financial Instruments
32
10. Commitments and Contingencies
33
11. Regulatory Minimum Net Worth, Capital Ratio and Liquidity Requirements
35
12. Segments
36
13. Variable Interest Entities
39
14. Earnings Per Share
40
Item 2.
42
Item 3.
60
Item 4.
60
PART II. OTHER INFORMATION
Item 1.
61
Item 1A.
61
Item 2.
61
Item 5.
61
Item 6.
62
Signature
63















2


Glossary of Acronyms and Terms

The following listing provides a comprehensive reference of common acronyms and terms used throughout the document:
Reference
Term
2025 Form 10-K
The Company's Annual Report on Form 10-K for the period ending December 31, 2025
ASC
Accounting Standards Codification
CFE
Collateralized Financing Entity
CODMChief Operating Decision Maker
Consolidated Financial Statements
Collectively, Consolidated Balance Sheets of Rocket Companies, Inc., Consolidated Statements of Income (Loss) and Comprehensive Income (Loss), Changes in Equity and Cash Flows, and the related notes
DTC
Direct to Consumer
EBITDA
Earnings Before Interest, Taxes, Depreciation, and Amortization
Exchange ActSecurities Exchange Act of 1934, as amended
FASBFinancial Accounting Standards Board
FHAFederal Housing Administration
FHFAFederal Housing Finance Agency
Form 10-KAnnual Report on Form 10-K
Form 10-QQuarterly Report on Form 10-Q
GSEs
Government-Sponsored Enterprises, Fannie Mae together with Freddie Mac
HouseCanary
HouseCanary, Inc.
Holdings LLC
Rocket, LLC, a Michigan limited liability company that was the Company's principal operating subsidiary prior to the Up-C Collapse, and which was converted into a limited partnership, Holdings LP, in connection with the Up-C Collapse
Holdings LLC Units
The common limited liability company interests of Holdings LLC held by RHI and Mr. Gilbert (or their transferees) which represented economic interests in Holdings LLC prior to the Up-C Collapse
Holdings LP
Rocket Limited Partnership, the successor entity to Holdings LLC following the Up-C Collapse
Holdings Units
Partnership units of Holdings LP, which, following the Up-C Collapse, are all directly or indirectly held by the Company
IRLCs
Interest rate lock commitments
Lendesk Technologies
Lendesk Canada Holdings Inc.
LPCs
Loan Purchase Commitments
LMB HoldCo LLCCore Digital Media
MLHFS
Mortgage Loans Held for Sale
MLS
Multiple Listing Services
Mr. CooperMr. Cooper Group Inc.
Mr. Cooper Acquisition
All-stock acquisition, effective October 1, 2025, pursuant to which the Company acquired Mr. Cooper, including its direct and indirect subsidiaries
MSRs
Mortgage Servicing Rights
OAS
Option Adjusted Spread
Other Rocket Companies
Other Rocket Companies subsidiaries, not including mortgage loan production or servicing
Our non-GAAP financial measures
Collectively, Adjusted revenue, Adjusted net income (loss), Adjusted diluted earnings (loss) per share and Adjusted EBITDA
Participating Common Stock
Class A common stock together with Class L common stock




3


Reference
Term
Pipeline
Our inventory of mortgage loans held for sale, interest rate lock commitments and loan purchase commitments
Pipeline hedges
Derivative financial instruments economically hedging our Pipeline
PN
Partner Network
PSUs
Performance Stock Units
RedfinRedfin Corporation
Redfin Acquisition
All-stock transaction, effective July 1, 2025, pursuant to which the Company acquired Redfin, including its direct and indirect subsidiaries
Related Parties
Collectively, RHI, its subsidiaries, certain other affiliates and related parties
RHI
Rock Holdings Inc.
RHI IIRHI II, LLC
Rocket Close
Rocket Close, LLC, formerly Amrock Holdings, LLC
Rocket GP, LLCGeneral Partner of Rocket Limited Partnership
Rocket LP, LLCLimited Partner of Rocket Limited Partnership
Rocket HomesRocket Homes Real Estate LLC
Rocket LoansRockLoans Holdings LLC
Rocket MoneyRocket Money, Inc.
Rocket Mortgage
Rocket Mortgage brand or platform, or the Rocket Mortgage business as context allows
RSUs
Restricted Stock Units
RTIC
Rocket Title Insurance Company
SEC
Securities and Exchange Commission
SOFR
Secured Overnight Financing Rate
SPEs
Special Purpose Entities
TBA
To Be Announced
the Acquisitions
The Redfin Acquisition together with the Mr. Cooper Acquisition
the Company, we, us, and our
Rocket Companies, Inc.
TMSPP
Team Member Stock Purchase Plan
TRA
Tax Receivable Agreement, dated as of August 5, 2020, with RHI and Mr. Gilbert
TRA Amendment
Amendment to the Tax Receivable Agreement, dated June 30, 2025, by and among the Company, RHI and Daniel Gilbert
U.S. GAAP
U.S. Generally Accepted Accounting Principles
Up-C Collapse
Series of transactions completed on June 30, 2025, pursuant to which the Company collapsed its Up-C structure
UPB
Unpaid Principal Balance
VIE
Variable Interest Entities





4


PART I. FINANCIAL INFORMATION

Item 1. Financial Statements
Rocket Companies, Inc.
Condensed Consolidated Balance Sheets
($ In Millions, Except Per Share Amounts)
March 31, 2026December 31, 2025
Assets(Unaudited)
Cash and cash equivalents$2,687 $2,696 
Mortgage loans held for sale, at fair value13,928 15,471 
Derivative assets, at fair value734 360 
Mortgage servicing rights, at fair value19,377 19,442 
Advance receivables, net of reserves and discount of $131 and $120, respectively
1,623 2,040 
Property and equipment, net of accumulated depreciation and amortization of $726 and $695, respectively
273 260 
Loans subject to repurchase right from Ginnie Mae5,365 5,125 
Intangible assets, net2,109 2,224 
Goodwill10,611 10,611 
Other assets2,732 2,456 
Total assets$59,439 $60,685 
Liabilities and equity
Liabilities
Secured financing$15,882 $17,936 
Unsecured financing10,430 10,423 
Derivative liabilities, at fair value360 145 
Loans subject to repurchase right from Ginnie Mae5,365 5,125 
Accounts payable and other liabilities4,172 4,158 
Total liabilities$36,209 $37,787 
Equity
Preferred stock, $0.00001 par value - 500,000,000 shares authorized as of March 31, 2026 and December 31, 2025, none issued and outstanding as of March 31, 2026 and December 31, 2025.
$— $— 
Class A common stock, $0.00001 par value - 10,000,000,000 shares authorized as of March 31, 2026 and December 31, 2025, 978,704,853 and 969,277,991 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively.
— — 
Class L common stock, $0.00001 par value - 6,000,000,000 shares authorized as of March 31, 2026 and December 31, 2025, 1,848,879,455 shares issued and outstanding as of March 31, 2026 and December 31, 2025.
— — 
Additional paid-in capital22,809 22,774 
Retained earnings421 124 
Total equity23,230 22,898 
Total liabilities and equity$59,439 $60,685 
See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.




5


Rocket Companies, Inc.
Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss)
($ In Millions, Except Per Share Amounts)
(Unaudited)

Three Months Ended March 31,
20262025
Revenue
Gain on sale of loans
Gain on sale of loans excluding fair value of originated MSRs, net$688 $507 
Fair value of originated MSRs688 265 
Gain on sale of loans, net1,376 772 
Loan servicing income (loss)
Servicing fee income1,083 401 
Change in fair value of MSRs, net(485)(449)
Loan servicing income (loss), net598 (48)
Interest income507 201 
Other income460 176 
Total revenue, net2,941 1,101 
Expenses
Salaries, commissions and team member benefits1,079 610 
General and administrative expenses535 261 
Marketing and advertising expenses345 276 
Interest expense349 109 
Depreciation and amortization146 27 
Other expenses87 41 
Total expenses2,541 1,324 
Income (loss) before income taxes400 (223)
(Provision for) benefit from income taxes(103)11 
Net income (loss)297 (212)
Net loss attributable to non-controlling interest— 202 
Net income (loss) attributable to Rocket Companies$297 $(10)
Earnings (loss) per share of Participating Common Stock
Basic$0.11 $(0.07)
Diluted$0.10 $(0.08)
Weighted average shares outstanding
Basic2,828,455,368 147,717,296 
Diluted2,846,974,742 2,001,936,379 
Comprehensive income (loss)
Net income (loss)$297 $(212)
Comprehensive income (loss)297 (212)
Comprehensive loss attributable to non-controlling interest— 202 
Comprehensive income (loss) attributable to Rocket Companies$297 $(10)
See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.




6
Rocket Companies, Inc.
Condensed Consolidated Statements of Changes in Equity
($ In Millions)
(Unaudited)
Class A
Common
Stock Shares		Class D
Common
Stock Shares		Class L Common
Stock Shares		Additional
Paid-in Capital		Retained
Earnings		Total
Non-controlling
Interest		Total
Equity
Balance, December 31, 2024146,028,193 1,848,879,483 — $389 $313 $8,341 $9,043 
Net loss— — — — (10)(202)(212)
Share-based compensation, net3,243,276 — — 3 — 35 38 
Distributions to unit holders (members) from subsidiary investment, net— — — — — (113)(113)
Special Dividends to Class A Shareholders, net of forfeitures— — — — (123)(22)(145)
Taxes withheld on team members' restricted share award vesting— — — (2)— (26)(28)
Issuance of Class A common stock upon exercise of stock options40,000 — — — — — — 
Issuance of Class A common stock under share-based compensation plans839,012 — — 1 — 8 9 
Change in controlling interest of investment, net— — — 13 — (21)(8)
Balance, March 31, 2025150,150,481 1,848,879,483 — $404 $180 $8,000 $8,584 
Class A
Common
Stock Shares		Class D
Common
Stock Shares		Class L Common
Stock Shares		Additional
Paid-in Capital		Retained
Earnings		Total
Non-controlling
Interest		Total
Equity
Balance, December 31, 2025969,277,991 — 1,848,879,455 $22,774 $124 $— $22,898 
Net income— — — — 297 — 297 
Share-based compensation, net8,281,368 — — 101 — — 101 
Taxes withheld on team members' restricted share award vesting— — — (88)— — (88)
Issuance of Class A common stock upon exercise of stock options623,015 — — 10 — — 10 
Issuance of Class A common stock under share-based compensation plans522,479 — — 12 — — 12 
Balance, March 31, 2026978,704,853 — 1,848,879,455 $22,809 $421 $— $23,230 
See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.




7

Rocket Companies, Inc.
Condensed Consolidated Statements of Cash Flows
($ In Millions)
(Unaudited)

Three Months Ended March 31,
20262025
Operating activities
Net income (loss)$297 $(212)
Adjustments to reconcile Net income (loss) to Net cash provided by (used in) operating activities:
Depreciation and amortization
146 27 
Provision for (benefit from) deferred income taxes97 (5)
Fair value of originated MSRs(688)(265)
Change in fair value of MSRs, net
325 446 
Gain on sale of loans excluding fair value of MSRs, net(688)(507)
Disbursements of mortgage loans held for sale(43,633)(21,003)
Proceeds from sale of mortgage loans held for sale45,666 20,893 
Disbursements of non-mortgage loans held for sale(453)(122)
Proceeds from sale of non-mortgage loans held for sale
452 38 
Share-based compensation expense88 40 
Other operating activities186 — 
Change in assets and liabilities
Advance receivables, net415 — 
Other assets(329)(149)
Accounts payable(72)110 
Other liabilities48 (87)
Total adjustments$1,560 $(584)
Net cash provided by (used in) operating activities$1,857 $(796)
Investing activities
Net proceeds from sale of MSRs$576 $144 
Net purchase of MSRs(188)(56)
Purchase of property and equipment, net of disposals
(43)(14)
Other investing activities(10)1 
Net cash provided by investing activities$335 $75 
Financing activities
Net (payments) borrowings on secured financing$(2,054)$889 
Net payments on notes payable from unconsolidated affiliates— (29)
(Payments to) proceeds from consolidated CFE, net
(26)26 
Stock issuance, net
19 8 
Taxes withheld on team members' restricted share award vesting(88)(28)
Distributions to other unit holders (members of Holdings)(2)(5)
Net cash (used in) provided by financing activities$(2,151)$861 
Net increase in Cash and cash equivalents and restricted cash41 140 
Cash and cash equivalents and restricted cash, beginning of period
2,932 1,289 
Cash and cash equivalents and restricted cash, end of period
$2,973 $1,429 
Non-cash activities
Purchase of mortgage servicing rights holdback$37 $22 
Sale of mortgage servicing rights holdback$48 $23 
See accompanying Notes to the Unaudited Condensed Consolidated Financial Statements.




8
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)

1. Business, Basis of Presentation and Significant Accounting Policies

Rocket Companies, Inc. (together with its consolidated subsidiaries, is referred to throughout this report as the “Company”, “Rocket Companies”, “we”, “us” and “our”) was incorporated in Delaware on February 26, 2020.

We are a Detroit‑based fintech company including mortgage, real estate and personal finance businesses with a mission to Help Everyone Home. We are committed to delivering industry-best client experiences through our AI-powered, vertically integrated homeownership ecosystem. Our full suite of products empowers our clients across home search, mortgage finance and servicing, title and closing, financial wellness and personal loans. We believe our widely recognized “Rocket” brand is synonymous with simple, fast and trusted digital experiences. Our business operations are presented through two reportable segments: (1) Direct to Consumer and (2) Partner Network, refer to Note 12, Segments for further information.

Rocket Companies, Inc. is a holding company. Its primary material assets are the equity interests held in Rocket LP, LLC, Rocket GP, LLC, and Redfin. Rocket Limited Partnership is a Michigan limited partnership and wholly owns the following entities: Rocket Mortgage, LLC, Rocket Close, RTIC, LMB HoldCo LLC, Rocket Homes, Rocket Loans, Rocket Money, Lendesk Technologies and Woodward Capital Management LLC.

On July 1, 2025 and October 1, 2025, Rocket Companies completed the acquisitions of Redfin and Mr. Cooper, respectively. Refer to Note 2, Acquisitions for further information.

Up-C Collapse

On June 30, 2025, the Company completed a series of transactions to simplify its organizational and capital structure by collapsing its Up-C structure. As a result of the Up-C Collapse, the Company holds, indirectly, 100% of the voting and economic interests of Rocket Limited Partnership, and only Class A common stock and Class L common stock are issued and outstanding. The Up-C Collapse was accounted for as a common control transaction, which results primarily in the exchange of non-controlling interests in Holdings LLC for Class L common stock. Refer to the 2025 Form 10-K for further details regarding the Up-C Collapse transaction steps. Refer to Note 14, Earnings Per Share for related impacts.

Basis of Presentation and Consolidation

As of March 31, 2026, the Company's Condensed Consolidated Financial Statements reflect the Company's wholly-owned subsidiaries and VIEs in which the Company is the primary beneficiary.

The Company applies the equity method of accounting to investments where it is able to exercise significant influence, but not control, over the policies and procedures of the entity and owns less than 50% of the voting interests. Investments in certain companies over which the Company does not hold a significant ownership interest and does not have the ability to exercise significant influence over operating and financial decisions of the investee are recorded at fair value at the end of each reporting period or at cost under the measurement alternative.

All significant intercompany transactions and accounts between the businesses comprising the Company have been eliminated in the accompanying Condensed Consolidated Financial Statements.

The Company measures certain assets and liabilities at fair value on a recurring basis. Additionally, other assets and liabilities may be required to be measured at fair value in the Condensed Consolidated Financial Statements on a nonrecurring basis. For further details of the Company’s transactions refer to Note 3, Fair Value Measurements.

All transactions and accounts between related parties with the Company have a history of settlement or will be settled for cash and are reflected as related party transactions. For further details of the Company’s related party transactions refer to Note 7, Transactions with Related Parties.





9
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Our Condensed Consolidated Financial Statements are unaudited and presented in U.S. dollars. They have been prepared in accordance with U.S. GAAP pursuant to the rules and regulations of the SEC. The interim financial information should be read in conjunction with the Consolidated Financial Statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, as filed with the SEC. In our opinion, these Condensed Consolidated Financial Statements include all normal and recurring adjustments considered necessary for a fair statement of our results of operations, financial position and cash flows for the periods presented. Our results of operations for any interim period are not necessarily indicative of the results that may be expected for a full fiscal year or for any other future period.

Reclassifications

Beginning first quarter of 2026, we reclassified certain interest-related activity within the Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss). These reclassifications have no impact on previously reported consolidated net income, financial position, or cash flows. Prior period amounts that are impacted have been reclassified to conform to the current presentation. Specifically, Interest income, net was retitled to Interest income and Interest and amortization expense on non-funding debt was retitled to Interest expense. Consistent with this revised presentation, Interest expense on funding facilities, which had historically been presented as a contra-revenue component of Interest income, net, was reclassified to Interest expense, resulting in $64 being reclassified for the three months ended March 31, 2025. Additionally, deposit and other interest-related income primarily related to custodial deposits was reclassified from Other income to Interest income, and certain other interest expense was reclassified from Other expenses to Interest expense, resulting in $110 and $8 , respectively, being reclassified for the three months ended March 31, 2025.

Management Estimates

The preparation of Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the Condensed Consolidated Financial Statements and the reported amounts of revenues and expenses during the reporting period. Management is not aware of any factors that would significantly change its estimates and assumptions as of March 31, 2026. Actual results may differ from these estimates.

Subsequent Events

In preparing these Condensed Consolidated Financial Statements, the Company evaluated events and transactions for potential recognition or disclosure through the date these Condensed Consolidated Financial Statements were issued.

On May 4, Atlantico LLC acquired a minority stake in Roosevelt Management Company LLC, an investment management firm that is a subsidiary of Rocket Companies. Atlantico LLC is affiliated with certain private funds managed by Pacific Investment Management Company LLC, a globally recognized asset manager and industry leader in fixed income. These funds, directly or via affiliated entities, also committed to invest up to $500 million in an MSR fund managed by Roosevelt.

Additionally, refer to Note 6, Borrowings for disclosure of changes to the Company’s debt agreements that occurred subsequent to March 31, 2026.





10
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Special Dividend

In connection with the Up-C Collapse, on March 10, 2025, our board of directors authorized and declared a cash dividend (the “2025 Special Dividend”) of $0.80 per share to the holders of our Class A common stock. The 2025 Special Dividend of $120.1 million was paid on April 3, 2025 to holders of the Class A common stock of record as of the close of business on March 20, 2025.

Cash, Cash Equivalents and Restricted Cash

The Company considers all highly liquid investments purchased with a maturity of three months or less to be cash equivalents. We maintain our bank accounts with a relatively small number of high-quality financial institutions.

Restricted cash as of March 31, 2026 and 2025 consisted of cash on deposit for a repurchase facility, collected funds pledged to certain financing facilities, client application deposits, title premiums collected from the insured that are due to the underwriter, and principal and interest received in collection accounts for purchased assets. Restricted cash is included in Other assets on the Condensed Consolidated Balance Sheets.
March 31,
20262025
Cash and cash equivalents$2,687 $1,409 
Restricted cash286 20 
Total cash, cash equivalents and restricted cash, end of period in the Condensed Consolidated Statements of Cash Flows
$2,973 $1,429 

Revenue Recognition

Gain on sale of loans, net — consists of the following:

Gain on sale of loans excluding fair value of originated MSRs, net — includes all components related to the origination and sale of mortgage loans, including (1) net gain on sale of loans, which represents the premium we receive in excess of the loan principal amount and certain fees charged by investors upon sale of loans into the secondary market, (2) loan origination fees (credits), points and certain costs, (3) provision for or benefit from investor reserves, (4) unrealized change in fair value of the Pipeline, and (5) realized and unrealized change in fair value of Pipeline hedges. An estimate of the gains and/or losses is recognized at the time an IRLC is issued, net of a pull-through factor. Subsequent changes in the fair value of IRLCs and MLHFS are recognized in current period earnings.

Fair value of originated MSRs — represents the capitalization of originated MSRs at fair value upon sale of loans on a servicing-retained basis. MSR assets are created at the time MLHFS are securitized and sold to investors for cash, while the Company retains the right to service the loan.

Loan servicing income (loss), net — consists of the following:

Servicing fee income — includes contractual servicing fees, late charges, prepayment penalties and other ancillary fees and such fees are recorded as income as earned upon collection of payments from borrowers. The Company also acts as a sub-servicer for certain parties that own the underlying servicing rights for loans and receives sub-servicing fees, which are generally a stated monthly fee per loan that varies based upon loan type and loan status. Sub-servicing fees are accrued in the period that services are performed.

Change in fair value of MSRs, net — includes adjustments for the fair value measurement, as of the respective balance sheet date, of MSR assets, derivative financial instruments economically hedging the MSR portfolio, and excess spread financing. Refer to Note 4, Mortgage Servicing Rights and Related Liabilities for information related to the gain/(loss) on changes in the fair value of MSRs and excess spread financing. Refer to Note 9, Derivative Financial Instruments for further information on the derivative financial instruments gain/(loss).





11
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Interest income — includes revenue generated from deposit income earned on cash deposits (including custodial deposits associated with the servicing portfolio), as well as interest earned on MLHFS and non-mortgage loans held for sale primarily for the period from origination to sale. Interest income is accrued and credited to income daily based on the UPB outstanding and recorded as earned. The accrual of Interest income is generally discontinued when a loan becomes 90 days past due. Loans return to accrual status when the principal and interest become current and it is probable that the amounts are fully collectible. For individual loans that have been modified, a period of six timely payments is required before the loan is returned to an accrual basis.

Other income — includes revenue earned from Rocket Close (title, closing and appraisal fees), Rocket Money (subscription revenue and other service-based fees), Real estate services revenue (commission-based brokerage revenue and real estate network referral fees) and Other (additional subsidiary and miscellaneous revenue).

The following significant revenue streams fall within the scope of ASC 606, Revenue from Contracts with Customers and are disaggregated hereunder. The remaining revenue streams within the scope of ASC 606 are immaterial, both individually and in aggregate.

Rocket Money subscription revenue — The Company recognizes subscription revenue ratably over the contract term beginning on the commencement date of each contract. We have determined that subscriptions represent a stand-ready obligation to perform over the subscription term. These performance obligations are satisfied over time as the customer simultaneously receives and consumes the benefits. Contracts are one month to one year in length. Subscription revenues were $103 and $85 for the three months ended March 31, 2026 and 2025, respectively.

Rocket Close closing fee revenue — The Company recognizes closing fees for nonrecurring services provided in connection with the origination of the loan. These fees are recognized at the time of loan closing for purchase transactions or at the end of a client's three-day rescission period for refinance transactions, which represents the point in time the loan closing services performance obligation is satisfied. The consideration received for closing services is a fixed fee per loan that varies by state and loan type. Closing fees were $49 and $24 for the three months ended March 31, 2026 and 2025, respectively.

Rocket Close appraisal revenue — The Company recognizes appraisal revenue when the appraisal service is completed. The Company may choose to deliver appraisal services directly to its client or subcontract such services to a third-party licensed and/or certified appraiser. In instances where the Company performs the appraisal, revenue is recognized as the gross amount of consideration received at a fixed price per appraisal. The Company is an agent in instances where a third-party appraiser is involved in the delivery of appraisal services and revenue is recognized net of third-party appraisal expenses. Appraisal revenue was $11 and $9 for the three months ended March 31, 2026 and 2025, respectively.

Real estate brokerage services revenue — Brokerage revenue includes our offer and listing services, where our lead agents represent homebuyers and home sellers. We recognize commission-based brokerage revenue upon closing of a brokerage transaction, less the amount of any commission refunds, closing-cost reductions, or promotional offers that may result in a material right under ASC 606. Brokerage revenue is affected by the number of brokerage transactions we close, the mix of brokerage transactions, home-sale prices, commission rates, and the amount we give to customers. Brokerage revenue was $138 and zero for the three months ended March 31, 2026 and 2025, respectively.

Real estate referral services revenue — The Company recognizes referral services revenue based on arrangements with partner agencies contingent on the closing of a transaction. As this revenue stream is variable, and is contingent on the successful transaction close, the revenue is constrained until the occurrence of the transaction. At this point, the constraint on recognizing revenue is deemed to have been lifted and revenue is recognized for the consideration expected to be received. Referral services revenue was $9 and $10 for the three months ended March 31, 2026 and 2025, respectively.

Real estate exchange revenue — Exchange revenue includes fees earned on a proprietary digital exchange for selling foreclosed, real estate owned, and seller-owned property. Revenue is recognized upon transfer of control of promised goods or services to customers in an amount that reflects the consideration expected to be received in exchange for those products. Exchange revenue was $15 and zero for the three months ended March 31, 2026 and 2025, respectively.




12
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)

Zillow Partnership revenue — As part of the acquisition of Redfin, the Company has an arrangement with Zillow, Inc. and recognizes revenue from a Content License Agreement and Partnership Agreement, which were combined for accounting purposes. The combined contract contains a single integrated performance obligation to provide content license and lead generation services to Zillow. The $100 upfront payment received by Redfin under the Partnership Agreement was recognized as deferred revenue initially and the Company recognizes revenue on a straight-line basis over the remaining contract term after the acquisition date of Redfin, which approximates the pattern of satisfaction of our performance obligation. The variable consideration related to the per-lead fees will be recognized over time based on the actual number of leads generated and the Company does not believe that it is probable that a significant reversal will occur. Total revenue from these Zillow agreements was $42 and zero for the three months ended March 31, 2026 and 2025, respectively.

Variable Interest Entities

The Company consolidates VIEs in which it is the primary beneficiary. The Company’s consolidated VIEs relate to asset-backed financing arrangements and a CFE. Both types of VIEs are consolidated under ASC 810, Consolidation, as the Company has the power to direct the activities that most significantly impact each entity’s economic performance and has the obligation to absorb losses or the right to receive benefits that could be significant. The key distinction between the two categories relates to the nature of the underlying assets, the financing structure, and the applicable accounting election.

Asset-Backed Financing Arrangements

In the normal course of business, the Company enters into asset-backed financing arrangements with SPEs, which primarily consist of limited liability companies and trusts established for a limited purpose. Through these arrangements, the Company transfers financial assets, including MLHFS, mortgage servicing rights, advance receivables and non-mortgage loans held for sale, to SPEs in exchange for cash under the terms of its facility or financing agreements. The Company evaluated and concluded that the SPEs meet the criteria as a VIE and the Company is the primary beneficiary. These SPEs obtain financing through the issuance of debt or repurchase arrangements supported by collections on the underlying financial assets. Holders of the debt issued by these entities can look only to the assets of the entities themselves for satisfaction of the debt and have limited to no recourse against the Company.

Consolidation of the Collateralized Financing Entity

In the normal course of business, the Company transfers financial assets to a trust that qualifies as a CFE. Unlike the asset-backed financing arrangements described above, the Company has elected to apply the CFE measurement alternative under ASC 810 to this entity. A CFE is a VIE that holds financial assets, issues beneficial interests in those assets and has no more than nominal equity. The related assets are not available for general use by the Company and creditors have no recourse to the Company for the related liabilities. Under the CFE election, the Company measures both the financial assets and the financial liabilities of the entity using the more observable of the two, which the Company has determined to be the fair value of the financial assets.

Accounting Standards Issued but Not Yet Adopted

In November 2024, the FASB issued ASU 2024-03: Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosure (Subtopic 220-40) – Disaggregation of Income Statement Expenses. The new guidance requires companies to disclose information about specific expenses at each interim and annual reporting period. The guidance is effective for fiscal years beginning after December 15, 2026 and interim periods with fiscal years beginning after December 15, 2027. The Company is in the process of evaluating the requirements of the update, which may result in expanded disclosures upon adoption.

In September 2025, the FASB issued ASU 2025-06: Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40). The new guidance updates the requirements for capitalizing software costs. The guidance is effective for fiscal years beginning after December 15, 2027. The Company is in the process of evaluating the requirements of the update, which is expected to result in changes to the Company's policy for capitalizing software costs.





13
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
2. Acquisitions

During 2025, the Company completed two strategic acquisitions intended to expand and integrate its residential real estate and mortgage capabilities across the homeownership lifecycle. The acquisitions of Redfin and Mr. Cooper enhance the Company’s homeownership ecosystem by combining Redfin’s home search portal and digital real estate brokerage and Mr. Cooper’s mortgage servicing operations and the Company’s mortgage financing operations.

Redfin Acquisition

Effective July 1, 2025, the Company acquired 100% of the outstanding shares of Redfin, in an all-stock transaction. The Company included the financial results of Redfin in its Condensed Consolidated Financial Statements from the date of acquisition.

The acquisition-date fair value of the consideration transferred for the Redfin Acquisition was approximately $1,742. The consideration transferred consisted of (i) $1,466 attributable to Rocket Class A common stock issued to Redfin stockholders, (ii) $24 related to converted Redfin equity awards attributable to pre-combination service, and (iii) $252 in cash paid to settle Redfin’s outstanding term loan principal, accrued interest, and prepayment premium.

The Company has applied the acquisition method of accounting in accordance with ASC 805, Business Combinations and recognized assets acquired and liabilities assumed at their fair value as of the date of acquisition with the excess of consideration transferred over the fair value of net assets acquired recorded as goodwill. The tax-related liabilities and other contingencies are preliminary and are subject to change as additional information becomes available and certain tax matters are finalized. Additional information that existed as of the acquisition date but at the time was unknown to the Company may become known to the Company during the remainder of the measurement period, a period not to exceed 12 months from the acquisition date, may result in adjustments to the preliminary amounts recognized.

The following table summarizes the preliminary purchase price allocation to our Condensed Consolidated Balance Sheets as of the acquisition date:
Fair Value
Assets acquired
Cash and cash equivalents$173 
Mortgage loans held for sale165 
Derivative assets5 
MSRs2 
Property and equipment12 
Intangible assets881 
Other assets223 
Total assets acquired$1,461 
Liabilities assumed
Secured financing$158 
Unsecured financing526 
Derivative liabilities2 
Accounts payable and Other liabilities266 
Total liabilities assumed$952 
Net identifiable assets acquired$509 
Goodwill1,233 
Total consideration transferred$1,742 
The resulting goodwill is primarily attributed to the assembled workforce, synergies from integrating Redfin’s brokerage and home search platform with Rocket’s mortgage and real estate ecosystem, and opportunities for future market expansion. Goodwill generated as a result of the Redfin Acquisition is not expected to be deductible for tax purposes.




14
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)

Identifiable Intangible Assets Acquired

The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the acquisition date:
Fair ValueUseful Life
Developed technology and other$356 4 years
Trade name350 5 years
Customer relationships175 
4 - 6 years
Intangible assets acquired$881 
Mr. Cooper Acquisition

Effective October 1, 2025, the Company acquired 100% of the outstanding shares of Mr. Cooper Group, the country's largest residential mortgage servicer headquartered in Coppell, Texas and incorporated in Delaware, in an all-stock transaction. The Company included the financial results of Mr. Cooper in its Condensed Consolidated Financial Statements from the date of acquisition.

The acquisition-date fair value of the consideration transferred for the acquisition of Mr. Cooper was approximately $16,973. The consideration transferred consisted of (i) $13,667 attributable to Rocket Class A common stock issued to Mr. Cooper stockholders, (ii) $193 related to converted Mr. Cooper equity awards attributable to pre-combination service, and (iii) $3,113 of cash paid to settle Mr. Cooper’s outstanding unsecured senior notes, accrued interest, and other related fees.

The Company has applied the acquisition method of accounting in accordance with ASC 805, Business Combinations and recognized assets acquired and liabilities assumed at their fair value as of the date of acquisition with the excess of consideration transferred over the fair value of net assets acquired recorded as goodwill. The tax-related liabilities and other contingencies are preliminary and subject to change as additional information becomes available and certain tax matters are finalized.





15
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
The following table summarizes the preliminary purchase price allocation to our Condensed Consolidated Balance Sheets as of the acquisition date:
Fair Value
Assets acquired
Cash and cash equivalents$684 
Mortgage loans held for sale2,720 
Derivative assets116 
MSRs11,604 
Advance receivables, net1,043 
Property and equipment50 
Loans subject to repurchase right from Ginnie Mae1,423 
Intangible assets1,438 
Other assets800 
Total assets acquired$19,878 
Liabilities assumed
Secured financing$6,461 
Unsecured financing1,956 
Derivative liabilities71 
Loans subject to repurchase right from Ginnie Mae1,423 
Accounts payable and Other liabilities1,245 
Total liabilities assumed$11,156 
Net identifiable assets acquired$8,722 
Goodwill8,251 
Total consideration transferred$16,973 
The resulting goodwill is primarily attributed to the assembled workforce, anticipated synergies from integrating Mr. Cooper’s loan servicing and mortgage origination operations with Rocket’s mortgage and real estate ecosystem, and opportunities for future market expansion. Goodwill generated as a result of the Mr. Cooper Acquisition is not expected to be deductible for tax purposes.

Identifiable Intangible Assets Acquired

The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the acquisition date:
Fair ValueUseful Life
Customer relationships$1,175 7 years
Developed technology250 3 years
Trade name13 
0.25 years
Intangible assets acquired$1,438 




16
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Unaudited Pro Forma Financial Information

Revenue and net income since the acquisition dates of Redfin and Mr. Cooper were not provided as it is impracticable for the Company to distinguish legacy Redfin and Mr. Cooper information due to the ongoing integration and system conversion efforts.

The following unaudited pro forma financial information summarizes the combined results of operations for Rocket, Redfin, and Mr. Cooper, as if the Acquisitions had both been consummated on January 1, 2024. The unaudited pro forma financial information was as follows:
Three Months Ended March 31,
2025
(Unaudited)
Total revenue, net
$2,081 
Net loss
(224)
The unaudited pro forma financial information presented is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the Acquisitions were both consummated on January 1, 2024, and is not indicative of future operating results. The unaudited pro forma information for all periods presented includes the following adjustments, where applicable, for business combination accounting effects resulting from the Acquisitions: (i) incremental amortization of acquisition-related intangibles and reversal of contract asset amortization, (ii) net share-based compensation expense from Rocket replacement equity awards, (iii) Interest expense related to the assumed notes from the Acquisitions and the refinancing of certain historical Mr. Cooper notes with new Rocket notes, and (iv) the related tax effects.

The significant nonrecurring adjustments reflected in the unaudited pro forma consolidated information above include the impact of transaction costs of $74, the third party fees related to the Mr. Cooper notes assumed by Rocket Companies of $15, and the one-time discretionary payments of $10 made to certain former Redfin employees, all of which have been recognized as if incurred on the assumed acquisition date of January 1, 2024.





17
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
3. Fair Value Measurements

Fair value is the price that would be received if an asset were sold or the price that would be paid to transfer a liability in an orderly transaction between willing market participants at the measurement date. Required disclosures include classification of fair value measurements within a three-level hierarchy (Level 1, Level 2 and Level 3). Classification of a fair value measurement within the hierarchy is dependent on the classification and significance of the inputs used to determine the fair value measurement. Observable inputs are those that are observed, implied from, or corroborated with externally available market information. Unobservable inputs represent the Company’s estimates of market participants’ assumptions.

There have been no significant changes to the valuation techniques and inputs used by the Company in estimating fair values of Level 2 and Level 3 assets and liabilities as disclosed in the 2025 Form 10-K, with the exception of the following:

Investment securities — Investment securities includes: (1) trading debt securities that are recorded at fair value using observable market prices for similar securities or identical securities that are traded in less active markets, which are classified as Level 2 and include highly rated municipal, government and corporate bonds and (2) available for sale debt securities that are recorded at fair value using an internal valuation model that calculates the present value of estimated net future cash flows utilizing unobservable inputs, which are classified as Level 3.

Non-mortgage loan servicing rights: The fair value of non-mortgage loan servicing rights is determined using an internal valuation model that calculates the present value of the estimated net future cash flows. The discounted cash flow model includes estimates of prepayment speeds, cost to service, delinquencies, ancillary revenues, and other assumptions. These assets are classified as Level 3.





18
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The table below shows a summary of financial statement items that are measured at estimated fair value on a recurring basis, including assets measured under the fair value option. There were no material transfers of assets or liabilities recorded at fair value on a recurring basis between Levels 1, 2 or 3 during the three months ended March 31, 2026 or the year ended December 31, 2025.
Level 1Level 2Level 3Total
Balance at March 31, 2026
Assets:
Cash and cash equivalents:
Money market funds$10 $— $— $10 
Mortgage loans held for sale (1)
— 13,664 264 13,928 
Derivative assets:
IRLCs
— — 361 361 
LPCs
— — 4 4 
Forward commitments— 360 — 360 
Treasury futures
— 9 — 9 
MSRs— — 19,377 19,377 
Other assets:
Investment securities— 53 27 80 
Equity investments
— — 6 6 
Non-mortgage loans held for sale— — 411 411 
Assets of the consolidated CFE— — 126 126 
Non-mortgage loans servicing rights
— — 15 15 
Total assets$10 $14,086 $20,591 $34,687 
Liabilities:
Derivative liabilities:
LPCs
$— $— $9 $9 
Forward commitments
— 229 — 229 
Treasury futures
— 122 — 122 
Other liabilities:
Liabilities of the consolidated CFE — — 94 94 
Excess spread financing
— — 328 328 
MSRs financing liability
— — 14 14 
Total liabilities$— $351 $445 $796 




19
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Level 1Level 2Level 3Total
Balance at December 31, 2025
Assets:
Cash and cash equivalents:
Money market funds$47 $— $— $47 
Mortgage loans held for sale (1)
— 15,221 250 15,471 
Derivative assets:
IRLCs— — 294 294 
LPCs
— — 4 4 
Forward commitments— 62 — 62 
MSRs— — 19,442 19,442 
Other assets:
Investment securities— 43 — 43 
Equity investments
— — 6 6 
Non-mortgage loans held for sale— — 411 411 
Assets of the consolidated CFE— — 152 152 
Total assets$47 $15,326 $20,559 $35,932 
Liabilities:
Derivative liabilities:
LPCs
$— $— $1 $1 
Forward commitments
— 98 — 98 
Treasury futures
— 46 — 46 
Other liabilities:
Liabilities of the consolidated CFE— — 120 120 
Excess spread financing
— — 337 337 
MSRs financing liability
— — 11 11 
Total liabilities$— $144 $469 $613 
(1)    As of March 31, 2026 and December 31, 2025, $158 and $167 of UPB of the Level 3 MLHFS were 90 days or more delinquent and were considered in non-accrual status, respectively. The fair value of these Level 3 mortgage loans held for sale was $128 and $137 as of March 31, 2026 and December 31, 2025, respectively.





20
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
The following table presents the quantitative information for significant unobservable inputs used in the fair value measurements of material recurring Level 3 fair value financial instruments as of:
March 31, 2026December 31, 2025
Unobservable InputRangeWeighted AverageRangeWeighted Average
Mortgage loans held for sale
Model pricing
70.2% - 104.6%
80.2 %
71.7% - 104.0%
83.1 %
IRLCs
Pull-through probability
0.0% - 100.0%
72.3 %
0.0% - 100.0%
71.7 %
Value of servicing (reflected as a % of pull-through adjusted UPB)
0.0% - 3.4%
1.5 %
0.0% - 2.9%
1.3 %
MSRs (1)
OAS (2)
7.3% - 11.3%
8.3 %
7.3% - 11.3%
8.3 %
Prepayment speeds
9.2% - 11.4%
10.2 %
9.6% - 13.4%
10.7 %
Cost to service per loan (3)
$42 - $106
$59 
$42 - $113
$59 
Non-mortgage loans held for sale
Discount rate
7.0% - 9.3%
7.2 %
7.0% - 9.3%
7.0 %
Annual default rate
6.3% - 16.0%
8.2 %
4.0% - 29.3%
9.0 %
Assets and Liabilities of the consolidated CFE
Discount rate
7.0% - 7.0%
7.0 %
7.0% - 7.0%
7.0 %
Annual default rate
6.3% - 16.0%
7.9 %
6.9% - 25.9%
8.9 %
Excess-spread financing (1)
OAS (2)
7.0% - 12.3%
8.8 %
7.0% - 12.3%
8.8 %
Prepayment speeds
7.1% - 8.1%
7.7 %
6.6% - 8.4%
7.7 %
Average life (4)
6.4 years6.5 years
(1)    The inputs are weighted by investor.
(2)    OAS represents incremental spread above a risk-free rate (one-month SOFR), which is an observable input.
(3)    Presented in whole dollar amounts.
(4)    This is for informational purposes only.




21
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
The table below presents a reconciliation of material Level 3 assets and liabilities measured at fair value on a recurring basis for the three months ended March 31, 2026 and 2025. MSRs are also classified as a Level 3 asset measured at fair value on a recurring basis and its reconciliation is found in Note 4, Mortgage Servicing Rights and Related Liabilities. The Company had immaterial equity investments, non-mortgage loans servicing rights, MSRs financing liability, investment securities and LPCs assets and liabilities as of March 31, 2026 and 2025.
Mortgage
Loans
Held for Sale
IRLCs
Non-Mortgage Loans
Held for Sale
Assets of the consolidated CFE
Liabilities of the consolidated CFE
Excess-spread financing
Balance at December 31, 2025$250 $294 $411 $152 $120 $337 
Transfers in (1)
141 — 453 — — — 
Transfers out/principal reductions (1)
(107)— (452)(22)(26)(14)
Total (losses) gains included in Net income (loss) for assets held at the end of the reporting period(20)67 (1)(4)— 5 
Balance at March 31, 2026$264 $361 $411 $126 $94 $328 
Balance at December 31, 2024$242 $103 $262 $112 $93 $— 
Transfers in (1)
113 — 121 57 44 — 
Transfers out/principal reductions (1)
(116)— (38)(20)(18)— 
Total (losses) gains included in Net income (loss) for assets held at the end of the reporting period(3)180 (2)(1)— — 
Balance at March 31, 2025$236 $283 $343 $148 $119 $— 
(1)    Transfers in represent loans repurchased from investors or loans originated for which an active market currently does not exist. Transfers out primarily represent loans sold or transferred to third parties and loans paid in full.





22
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Fair Value Option

The following is the estimated fair value and UPB of MLHFS, non-mortgage loans held for sale and assets of the consolidated CFE that have contractual principal amounts and for which the Company has elected the fair value option. The fair value option was elected for these assets as the Company believes fair value best reflects their expected future economic performance:
Fair ValuePrincipal Amount Due Upon Maturity
Difference (1)
Balance at March 31, 2026
Mortgage loans held for sale$13,928 $13,775 $153 
Non-mortgage loans held for sale411 403 8 
Assets of the consolidated CFE
126 125 1 
Balance at December 31, 2025
Mortgage loans held for sale$15,471 $15,061 $410 
Non-mortgage loans held for sale411 406 5 
Assets of the consolidated CFE152 152 — 
(1)    Represents the amount of gains (losses) included in Gain on sale of loans, net for Mortgage loans held for sale and Other income for Non-mortgage loans held for sale and Assets of the consolidated CFE on the Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss), due to changes in fair value of items accounted for using the fair value option.

Fair Value of Financial Instruments Not Carried at Fair Value

Disclosures of the fair value of certain financial instruments are required when it is practical to estimate the value. In cases where quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques.

The following table presents the carrying amounts and estimated fair value of financial liabilities that are not recorded at fair value on a recurring or nonrecurring basis. This table excludes Cash and cash equivalents, Restricted cash, Advance receivables, net, Loans subject to repurchase right from Ginnie Mae and Secured financing as these financial instruments are highly liquid or short-term in nature and as a result, their carrying amounts approximate fair value:
March 31, 2026December 31, 2025
Carrying AmountEstimated Fair ValueCarrying AmountEstimated Fair Value
Total Senior Notes, net$10,430 $10,289 $10,423 $10,502 
The fair value of Senior Notes was calculated using the observable bond price at March 31, 2026 and December 31, 2025, respectively. The Senior Notes are classified as Level 2 in the fair value hierarchy and are recorded in Unsecured financing in the Company's Condensed Consolidated Balance Sheets.





23
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
4. Mortgage Servicing Rights and Related Liabilities

The following table sets forth the carrying value of the Company's MSRs and the related liabilities, which are recorded at fair value as described in Note 3, Fair Value Measurements. MSR related liabilities are recorded in Accounts payable and other liabilities in the Company's Condensed Consolidated Balance Sheets.

March 31, 2026December 31, 2025
MSRs, at fair value$19,377 $19,442 
Excess spread financing, at fair value$328 $337 
MSRs financing, at fair value14 11 
MSR related liabilities - nonrecourse, at fair value$342 $348 

The following table summarizes changes to the MSR assets:
Three Months Ended March 31,
20262025
Fair value, beginning of period$19,442 $7,633 
Fair value of originated MSRs688 265 
MSRs sales(607)(144)
MSRs purchases169 45 
Other changes (1)
10 — 
Changes in fair value (2)
Due to changes in valuation model inputs or assumptions
292 (259)
Due to collection/realization of cash flows(617)(190)
Total changes in fair value(325)(449)
Fair value, end of period$19,377 $7,350 
(1)    Amounts primarily represent negative fair values reclassified from the MSR asset to Advance reserves as underlying loans are removed from the MSR and other reclassification adjustments.
(2)    Reflects changes in market interest rates and assumptions, including OAS, prepayment speeds, cost to service per loan, and the gains or losses on sales of MSRs during the period. It does not include the change in fair value of derivatives that economically hedge MSRs, the change in fair value of excess spread financing or the effects of contractual prepayment protection resulting from sales or purchases of MSRs.

The Company may periodically sell MSRs and retain subservicing for the related loans. The Company evaluates these transactions, including its continued involvement as subservicer to determine whether they meet the requirements for sale accounting. During the three months ended March 31, 2026, the Company sold $40,019 in UPB of MSRs, of which $22,048 were retained by the Company as subservicer.

The Company’s MSR portfolio is comprised of both loans it has originated and sold servicing-retained and MSR’s acquired through acquisitions. The total UPB of mortgage loans serviced, excluding subserviced loans, at March 31, 2026 and December 31, 2025 was $1,257,976 and $1,290,325, respectively. The portfolio primarily consists of high-quality performing agency and government (FHA and VA) loans. As of March 31, 2026 and December 31, 2025, delinquent loans (defined as 60-plus days past-due) were 1.45% and 1.50%, respectively, of our total portfolio.





24
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Refer to Note 3, Fair Value Measurements for further discussion on key weighted average inputs and assumptions used in estimating the fair value of MSRs. The following sensitivity analysis shows the potential impact on the fair value of the Company’s MSRs based on hypothetical changes in key assumptions, including the OAS, prepayment speeds and cost to service per loan:
OAS
Prepayment Speeds
Cost to Service per Loan
100 BPS
Adverse Change
200 BPS
Adverse Change
10%
Adverse Change
20%
Adverse Change
10%
Adverse Change
20%
Adverse Change
March 31, 2026$(718)$(1,384)$(504)$(972)$(122)$(245)
December 31, 2025$(718)$(1,383)$(527)$(1,015)$(124)$(248)

The sensitivities presented are hypothetical and are intended to provide directional information only. The resulting change in fair value from adverse movements in significant assumptions may not be proportionate, as valuation outcomes can respond in a non-linear manner to changes in inputs. Further, the analysis reflects changes in one assumption at a time, with all other assumptions unchanged. In practice, multiple assumptions may change simultaneously and may be interdependent, which could cause the actual effect on fair value to differ from the amounts indicated.

Excess Spread Financing

The Company had excess spread financing liability of $328 and $337, related to the UPB of $58,163 and $59,695, as of March 31, 2026 and December 31, 2025, respectively. Refer to Note 3, Fair Value Measurements, for key weighted-average inputs and assumptions used in the valuation of excess spread financing liability.

5. Mortgage Loans Held for Sale

The Company sells its originated mortgage loans into the secondary market. MLHFS are loans originated that are expected to be sold into the secondary market. MLHFS are carried at fair value, which includes the UPB and any related mark-to-market adjustment. Refer to Note 3, Fair Value Measurements for additional detail.

The following table presents the activity in MLHFS:
Three Months Ended March 31,
20262025
Balance at the beginning of period$15,471 $9,020 
Disbursements of mortgage loans held for sale43,633 21,003 
Proceeds from sales of mortgage loans held for sale(45,666)(20,893)
Unrealized change in fair value of mortgage loans held for sale (1)
490 469 
Balance at the end of period
$13,928 $9,599 
(1)    The Gain on sale of loans excluding fair value of MSRs, net on the Condensed Consolidated Statements of Cash Flows includes income related to IRLCs, forward commitments and provision for investor reserves.

Credit Risk

The Company is subject to credit risk associated with mortgage loans that it purchases and originates during the period of time prior to the sale of these loans. The Company considers credit risk associated with these loans to be minimal as it holds the loans for a short period of time, which for the three months ended March 31, 2026 is generally less than 45 days from the date of borrowing, and the market for these loans continues to be highly liquid. The Company is also subject to credit risk associated with mortgage loans it has repurchased as a result of breaches of representations and warranties during the period of time between repurchase and resale.





25
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
6. Borrowings

The Company maintains various types of secured and unsecured financing, as presented in the tables below. Secured financing consists of master repurchase agreements, early funding facilities, MSR lines of credit, advance facilities and revolving credit and security agreements, and credit and security agreements. Unsecured financing consists of our revolving credit facility and senior notes. Interest rates typically have two main components; a base rate - most commonly SOFR, which is sometimes subject to a minimum floor, plus a spread. Certain financing is subject to a commitment fee, which can be up to 50 basis points per year. The commitment fee charged by lenders is calculated based on the committed line amount multiplied by a negotiated rate.

The amount owed and outstanding on the Company’s secured financing facilities is based on its origination volume, the timing of loan sales, and servicing-related liquidity needs. The Company may use surplus cash to “buy-down” the effective interest rate of certain secured financing facilities. Buy-down funds are included in Cash and cash equivalents on the Condensed Consolidated Balance Sheets. We have the ability to withdraw these funds at any time, unless a margin call has been made or a default has occurred under the relevant facilities.

The Company is required to maintain certain covenants under its secured and unsecured financing facilities, including minimum tangible net worth, minimum liquidity, maximum total debt or liabilities to net worth ratio, pretax net income requirements and other customary debt covenants, as defined in the underlying agreements. A breach of these covenants may result in an event of default and permit lenders to pursue certain remedies. In addition, most of these facilities include cross default or cross acceleration provisions that could result in all facilities terminating if an event of default or acceleration of maturity occurs, under any such facility. The Company was in compliance with all covenants as of March 31, 2026 and December 31, 2025.





26
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Secured Financing
Facility TypeCollateralMaturityLine AmountCommitted Line Amount
Outstanding Balance as of March 31,
 2026
Outstanding Balance as of December 31, 2025
Mortgage loan funding
1) Master Repurchase Agreement (1)
Mortgage loans held for sale9/16/2027$1,000 $100 $904 $983 
2) Master Repurchase Agreement (2)
Mortgage loans held for sale1/25/20271,500 250 922 437 
3) Master Repurchase Agreement
Mortgage loans held for sale12/17/20272,500 250 1,255 1,617 
4) Master Repurchase Agreement
Mortgage loans held for sale12/10/20261,500 250 1,234 1,475 
5) Master Repurchase Agreement
Mortgage loans held for sale9/3/20271,000 100 599 476 
6) Master Repurchase Agreement
Mortgage loans held for sale11/26/20271,500 100 1,363 1,452 
7) Master Repurchase Agreement (3)
Mortgage loans held for sale6/11/20273,000 250 2,469 2,834 
8) Master Repurchase Agreement
Mortgage loans held for sale6/11/20271,500 150 1,360 1,453 
9) Master Repurchase Agreement
Mortgage loans held for sale10/2/20261,500 200 436 615 
10) Master Repurchase Agreement
Mortgage loans held for sale6/10/2026500 — 40 30 
11) Master Repurchase Agreement (4)
Mortgage loans held for sale9/30/20271,200 — 206 145 
12) Master Repurchase Agreement (5)
Mortgage loans held for saleN/AN/AN/AN/A107 
13) Master Repurchase Agreement (6)
Mortgage loans held for sale7/12/2026200 30 89 46 
14) Master Repurchase Agreement (7)
Mortgage loans held for sale4/25/2026100 — 66 16 
15) Master Repurchase Agreement(8)
Mortgage loans held for sale3/26/2027750 100 461 514 
16) Master Repurchase Agreement
Mortgage loans held for sale7/10/20261,000 50 327 234 
17) Master Repurchase Agreement
Mortgage loans held for sale11/18/20261,000 — 306 364 
18) Master Repurchase Agreement
Mortgage loans held for sale12/23/2026200 — — — 
19) Master Repurchase Agreement (5)
Mortgage loans held for saleN/AN/AN/AN/A— 
20) Early Funding Facility (9)
Mortgage loans held for sale
(9)
5,000 — 374 575 
21) Early Funding Facility (10)
Mortgage loans held for sale
(10)
2,000 — 277 478 
Total Mortgage loan funding
$26,950 $1,830 $12,688 $13,851 




27
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Facility TypeCollateralMaturityLine AmountCommitted Line Amount
Outstanding Balance as of March 31,
 2026
Outstanding Balance as of December 31, 2025
MSR and advance facilities
22) MSR line of credit (5) (11)
MSRsN/AN/AN/A N/A $— 
23) MSR line of credit (12)
MSRs9/30/2027950 — 100 150 
24) MSR line of credit (5)
MSRsN/AN/AN/A N/A — 
25) MSR line of credit
MSRs4/2/20271,750 700 585 700 
26) MSR line of credit
MSRs7/20/2027875 875 100 450 
27) MSR line of credit
MSRs4/1/2027500 — 250 360 
28) MSR line of credit
MSRs6/23/2027500 150 100 150 
29) MSR line of credit
MSRs7/17/2027500 250 200 310 
30) MSR line of credit (13)
MSRs7/25/20271,500 1,200 340 440 
31) MSR line of credit
MSRs6/27/2027500 250 265 265 
32) MSR line of credit
MSRs6/25/2027300 — 150 150 
33) Advance facility
Servicing advance receivables8/13/2027500 500 338 364 
34) Advance facility (14)
Servicing advance receivables7/12/202630 30 18 1 
35) Advance facility
Servicing advance receivables12/1/2027350 120 94 99 
36) Advance facility (13)
Servicing advance receivables7/25/2027500 500 363 342 
Total MSR and advance facilities
$8,755 $4,575 $2,903 $3,781 
Personal loan funding
37) Revolving Credit and Security Agreement
Personal loans held for sale8/19/2027$200 $200 $24 $63 
38) Credit and Security Agreement
Personal loans held for sale11/21/2028150 75 28 17 
39) Revolving Credit and Security Agreement
Personal loans held for sale12/20/2026175 175 — 13 
40) Revolving Credit and Security Agreement
Personal loans held for sale3/27/2028300 100 42 185 
41) Revolving Credit and Security Agreement
Personal loans held for sale12/26/2028300 300 197 26 
Total Personal loan funding
$1,125 $850 $291 $304 
Total Secured Financing (15)
$36,830 $7,255 $15,882 $17,936 

(1)    This facility has an overall line size of $1,000, of which $150 is a sublimit for early buy out financing.

(2)    This facility has a 12-month initial term, which can be extended for 3-months at each subsequent 3-month anniversary from the initial start date. Subsequent to March 31, 2026, this facility was extended to April 23, 2027.

(3)    This facility has an overall line size of $3,000, of which $3,000 is a sublimit for early buy out financing. Capacity is fully fungible and is not restricted by these allocations.

(4)    This facility has an overall line size of $1,200, of which $950 is a sublimit for MSR financing.

(5)    This facility was voluntarily terminated during the three months ended March 31, 2026.

(6)    This facility has an overall line size of $200, of which $30 is a sublimit for Advance financing.




28
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)

(7)     Subsequent to March 31, 2026, this facility was extended to July 24, 2026.

(8)    This facility has an overall line size of $750, of which $750 is a sublimit for early buy out financing. Capacity is fully fungible and not restricted by these allocations.

(9)    This facility is an evergreen agreement with no stated termination or expiration date. This agreement can be terminated by either party upon written notice.

(10)    This facility will be reviewed every 90 days. This facility is an evergreen agreement with no stated termination or expiration date. This agreement can be terminated by either party upon written notice.

(11)    This facility was a sublimit of Master Repurchase Agreement 4.

(12)    This facility is a sublimit of Master Repurchase Agreement 11.

(13)    Total capacity for this facility is $2,000, of which $500 is internally allocated for Advance financing and $1,500 is internally allocated for MSR financing. Capacity is fully fungible and is not restricted by these allocations.

(14)    This facility is a sublimit of Master Repurchase Agreement 13.

(15)    The interest rates charged by lenders on secured financing included the applicable base rate plus a spread ranging from 0.80% to 3.25% for the three months ended March 31, 2026 and for the year ended December 31, 2025.





29
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)

Unsecured Financing
Facility TypeCollateralMaturityLine AmountCommitted Line Amount
Outstanding Balance as of March 31,
 2026
Outstanding Balance as of December 31, 2025
Lines of credit
Revolving credit facility
—7/3/2028$2,300 $2,300 $— $— 
Total Line of credit
$2,300 $2,300 $— $— 

Facility TypeMaturityInterest Rate
Outstanding
Principal
March 31,
2026
Outstanding
Principal December 31, 2025
Senior Notes, net
Unsecured Senior Notes (1)
10/15/20262.875 %$1,150 $1,150 
Unsecured Convertible Senior Notes (2)
4/1/20270.500 %503 503 
Unsecured Senior Notes (1)
1/15/20285.250 %62 62 
Unsecured Senior Notes (1)
3/1/20293.625 %750 750 
Unsecured Senior Notes (1)
8/1/20296.500 %12 12 
Unsecured Senior Notes (1)
8/1/20296.500 %738 738 
Unsecured Senior Notes (1)
8/1/20306.125 %2,000 2,000 
Unsecured Senior Notes (1)
12/15/20305.125 %76 76 
Unsecured Senior Notes (1)
3/1/20313.875 %1,250 1,250 
Unsecured Senior Notes (1)
11/15/20315.750 %64 64 
Unsecured Senior Notes (1)
2/1/20327.125 %45 45 
Unsecured Senior Notes (1)
2/1/20327.125 %955 955 
Unsecured Senior Notes (1)
8/1/20336.375 %2,000 2,000 
Unsecured Senior Notes (1)
10/15/20334.000 %850 850 
Total Senior Notes
$10,455 $10,455 
Unamortized premium, net of unamortized discount31 28 
Unamortized issuance costs(56)(60)
Total Senior Notes, net (3)
$10,430 $10,423 
Total Unsecured Financing$10,430 $10,423 

(1)    The indentures provide that the Company may redeem all or a portion of the unsecured senior notes at any time on or after certain fixed dates at the applicable redemption prices set forth in the indentures plus accrued and unpaid interest, to the redemption dates.

(2)    The 2027 Convertible Senior Notes are unsecured obligation notes with no assets required to be pledged for this borrowing. The 2027 Convertible Senior Notes are convertible to cash, shares of the Company's common stock, or a combination thereof, at our election. The conversion rate is 8.47 shares of common stock per $1 principal amount.

(3)    The weighted average interest rate was 5.03% for the period ended March 31, 2026 and December 31, 2025.

The terms of the Senior Notes restrict our ability and the ability of our subsidiary guarantors among other things to: (1) merge, consolidate or sell, transfer or lease assets and; (2) create liens on assets.

Refer to Note 3, Fair Value Measurements for information pertaining to the fair value of the Company’s debt.





30
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
7. Transactions with Related Parties

The Company has entered into various transactions and agreements with Related Parties. These transactions include providing financing and services as well as obtaining financing and services from these Related Parties.

The notes receivable and due from affiliates were $6 and $5 as of March 31, 2026 and December 31, 2025, respectively.

We have entered into transactions and agreements to provide certain services to Related Parties. We recognized revenue for the performance of these services, which was included in Other income on the Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss). We have also entered into transactions and agreements to purchase certain services, products and other transactions from Related Parties recognized on the Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).

The Company is a party to lease agreements for certain offices, including our headquarters in Detroit, with various affiliates of Bedrock Management Services LLC, a related party, and other related parties of the Company. These amounts are included in General and administrative expenses on the Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).

The transactions with Related Parties were composed of the following:
Three Months Ended March 31,
20262025
Revenue
$1 $1 
Salaries, commissions and team member benefits$— $1 
General and administrative expenses$18 $11 
Marketing and advertising expenses$2 $3 
Lease expense
$21 $18 

The Company has also entered into a TRA with related parties as described further in Note 8, Income Taxes.

8. Income Taxes

The Company had an income tax expense of $103 on Income before income taxes of $400 and an income tax benefit of $11 on Loss before income taxes of $223 for the three months ended March 31, 2026 and 2025, respectively. For the three months ended March 31, 2026, the Company’s income tax expense varies from the expense that would be expected based on the U.S. Federal statutory tax rate due principally to state and local income taxes, nondeductible expenses, and impacts due to valuation allowance. For the three months ended March 31, 2025, the Company’s income tax expense varies from the expense that would be expected based on the U.S. Federal statutory tax rate due principally to its organizational structure and impacts due to valuation allowance.

Rocket Limited Partnership is a partnership for U.S. federal tax purposes and in most applicable jurisdictions for state and local income tax purposes. As a partnership, Rocket Limited Partnership is not subject to U.S. federal and certain state and local income taxes. Any taxable income or loss generated by Rocket Limited Partnership is passed through and included in the taxable income or loss of its members, including Rocket Companies, in accordance with the terms of the limited partnership agreement of Rocket Limited Partnership. Rocket Companies is a C Corporation and is subject to U.S. federal, state, and local income taxes with respect to its allocable share of any taxable income of Rocket Limited Partnership.

Redfin is a direct wholly owned subsidiary of Rocket Companies and as a C Corporation would be included in the Rocket Companies consolidated federal tax return after the acquisition. Redfin is subject to state and local income taxes.

Prior to the Up-C Collapse, Rocket Companies owned only a portion of Holdings LLC Units. Through the Up-C Collapse and conversion of Holdings LLC to Rocket Limited Partnership, Rocket Companies acquired the Holdings Units held by Rocket Companies’ chairman and RHI which have a book basis that is higher than the tax basis in the investment of Holdings LLC. After the Up-C Collapse and the conversion of Holdings LLC to Rocket Limited Partnership, the Company holds, indirectly, 100% of the voting and economic interests of Rocket Limited Partnership.





31
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Several subsidiaries of Rocket Limited Partnership, such as Rocket Mortgage, Rocket Close and other subsidiaries, are single member LLC entities. As single member LLCs of Rocket Limited Partnership, all taxable income or loss generated by these subsidiaries passes through and is included in the income or loss of Rocket Limited Partnership. A provision for state and local income taxes is required for certain jurisdictions that tax single member LLCs as regarded entities. Other subsidiaries of Rocket Limited Partnership, such as RTIC, LMB Mortgage Services and others, are treated as C Corporations and separately file and pay taxes apart from Rocket Limited Partnership in various jurisdictions including but not limited to U.S. federal, state, local and Canada.

Tax Receivable Agreement

We are a party to a TRA and related TRA Amendment with RHI II and Mr. Gilbert that provides for the payment by the Company of 90% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that the Company actually realizes as a result of certain increases in tax basis and other tax benefits. Refer to the 2025 Form 10-K for the year ended December 31, 2025 for the complete description of the Tax Receivable Agreement, including the terms of the amendment executed in connection with the Up-C Collapse.

A payment of $6 was made to RHI II pursuant to the Tax Receivable Agreement during the three months ended March 31, 2026. A payment of $1 was made to RHI pursuant to the Tax Receivable Agreement during the three months ended March 31, 2025.

The amounts payable under the Tax Receivable Agreement are recorded in Accounts payable and other liabilities on our Condensed Consolidated Balance Sheets and will vary depending upon a number of factors, including the amount, character and timing of the taxable income of Rocket Companies in the future. Any such changes in these factors or changes in the Company’s determination of the need for a valuation allowance related to the tax benefits acquired under the Tax Receivable Agreement could adjust the Tax Receivable Agreement liability recognized and recorded within earnings in future periods.

Tax Distributions

Prior to the Up-C Collapse, Holdings LLC made pro rata tax distributions to holders of Holdings LLC Units. Any future tax distributions after the Up-C Collapse would remain within the consolidated financial reporting group. For the three months ended March 31, 2025, Holdings LLC had not paid material tax distributions. Refer to the 2025 Form 10-K for further details.

9. Derivative Financial Instruments

Derivative instruments are used as part of the overall strategy to manage exposure or hedge to interest rate risks related to MLHFS and IRLCs, LPCs and the MSR portfolio. The Company economically hedges the pipeline separately from the MSR portfolio primarily using third-party derivative instruments. Such derivative instruments utilized by the Company include IRLCs, LPCs, Forward commitments and Treasury futures. The Company’s derivative instruments are not designated as accounting hedging instruments, and therefore, changes in fair value are recorded in current period Net income (loss). Unrealized and realized hedging gains and losses are included in Gain on sale of loans, net and Change in fair value of MSRs, net in the Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss). The cash flows related to forward commitments to sell and purchase mortgage loans are included within the Gain on sale of loans excluding fair value of MSRs, net and Other operating activities in the Condensed Consolidated Statements of Cash Flows.

Net Hedging gains (losses) were as follows:
Three Months Ended March 31,
20262025
Hedging gains (losses)
$91 $(138)
Refer to Note 3, Fair Value Measurements, for additional information on the fair value of derivative financial instruments.





32
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Notional and Fair Value

The notional and fair values of derivative financial instruments were as follows:
Notional ValueDerivative AssetDerivative Liability
Balance at March 31, 2026:
Assets:
IRLCs, net of loan funding probability (1)
$14,437 $361 $— 
LPCs, net of loan funding probability
1,741 4 — 
Forward commitments
13,093 360 — 
Treasury futures
1,177 9 — 
Liabilities:
LPCs, net of loan funding probability$1,193 $— $9 
Forward commitments
21,605 — 229 
Treasury futures
4,708 — 122 
Balance at December 31, 2025:
Assets:
IRLCs, net of loan funding probability (1)
$9,611 $294 $— 
LPCs, net of loan funding probability
690 4 — 
Forward commitments
16,073 62 — 
Treasury futures
12 — — 
Liabilities:
LPCs, net of loan funding probability$287 $— $1 
Forward commitments
19,446 — 98 
Treasury futures
5,252 — 46 
(1)    IRLCs are also discussed in Note 10, Commitments and Contingencies.

As of March 31, 2026, the Company held $326 and $157 in collateral deposits and collateral obligations on derivative instruments, respectively. As of December 31, 2025, the Company held $238 and $30 in collateral deposits and collateral obligations on derivative instruments, respectively. Collateral deposits and collateral obligations are held within Other assets and Accounts payable and other liabilities on our Condensed Consolidated Balance Sheets, respectively.

Counterparty Credit Risk

There were no material changes to the Company’s counterparty credit risk management policies, as described in the 2025 Form 10-K, during the three months ended March 31, 2026, and no credit losses were incurred due to counterparty nonperformance.

10. Commitments and Contingencies

Interest Rate Lock Commitments

IRLCs are agreements to lend to a client as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. The Company evaluates each client’s creditworthiness on a case-by-case basis.

The number of days from the date of the IRLC to expiration of fixed and variable rate lock commitments outstanding at March 31, 2026 and December 31, 2025 was 40 days, on average.





33
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
The UPB of IRLCs was as follows:
March 31, 2026December 31, 2025
Fixed RateVariable RateFixed RateVariable Rate
IRLCs$16,821 $3,140 $12,331 $1,066 

Commitments to Sell Mortgage Loans

In the ordinary course of business, the Company enters into contracts to sell existing MLHFS into the secondary market at specified future dates. In the event that a forward commitment is not filled and there has been an unfavorable market shift from the date of commitment to the date of settlement, the Company is contractually obligated to pay a pair-off fee on the undelivered balance. The fair value of MLHFS commitments to sell existing loans as of March 31, 2026 and December 31, 2025 was $40 and $53, respectively.

Investor Reserves

The investor reserves balance is held within Accounts payable and other liabilities on our Condensed Consolidated Balance Sheets. The following presents the activity in the investor reserves:
Three Months Ended March 31,
20262025
Balance at beginning of period$129 $100 
Provision for investor reserves
6 4 
Realized losses(12)(3)
Balance at end of period$123 $101 

The maximum exposure under the Company’s representations and warranties would be the outstanding principal balance and any premium received on all loans ever sold by the Company, less (i) loans that have already been paid in full by the mortgagee, (ii) loans that have defaulted without a breach of representations and warranties, (iii) loans that have been indemnified via settlement or make-whole, or (iv) loans that have been repurchased. Additionally, the Company may receive relief of certain representation and warranty obligations on loans sold to Fannie Mae or Freddie Mac on or after January 1, 2013 if Fannie Mae or Freddie Mac satisfactorily concludes a quality control loan file review or if the borrower meets certain acceptable payment history requirements within 12 or 36 months after the loan is sold to Fannie Mae or Freddie Mac.

Tax Receivable Agreement

As indicated in Note 8, Income Taxes, the Company is party to a Tax Receivable Agreement.





34
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Legal

Rocket Companies and its subsidiaries engage in, among other things, mortgage origination and servicing, title and settlement services, and other financial technology services and products. The Company operates in highly regulated industries and is routinely subject to various legal and administrative proceedings concerning matters that arise in the normal and ordinary course of business, including inquiries, complaints, subpoenas, audits, examinations, investigations and potential enforcement actions from regulatory agencies and state attorneys general; state and federal lawsuits and putative collective and class actions; arbitrations; and other litigation. Periodically, we assess our potential liabilities and contingencies in connection with outstanding legal and administrative proceedings utilizing the latest information available. While it is not possible to predict the outcome of any of these matters, based on our assessment of the facts and circumstances, we do not currently believe any of these matters, individually or in the aggregate, will have a material adverse effect on our financial position, results of operations or cash flows. However, actual outcomes may differ from those expected and could have a material effect on our financial position, results of operations or cash flows in a future period. The Company accrues for losses when they are probable to occur and such losses are reasonably estimable. Legal costs are expensed as they are incurred.

Rocket Close is currently involved in civil litigation related to a business dispute between Rocket Close and HouseCanary in Bexar County, Texas. The lawsuit was filed on April 12, 2016, by Rocket Close and included claims against HouseCanary for breach of contract and fraudulent inducement stemming from a contract between Rocket Close and HouseCanary whereby HouseCanary was obligated to provide Rocket Close with appraisal and valuation software and services. HouseCanary filed counterclaims against Rocket Close for, among other things, breach of contract, fraud, and misappropriation of trade secrets. On March 14, 2018, following trial of the claims in the lawsuit, a jury awarded damages in favor of HouseCanary and rejected Rocket Close's claims against HouseCanary. The district court entered judgment for HouseCanary on its misappropriation and fraud claims. On appeal, the Fourth Court of Appeals in San Antonio affirmed judgment of no-cause on Rocket Close’s claim for breach of contract, but reversed judgment on HouseCanary’s misappropriation of trade secrets and fraud claims and remanded the case for a new trial on HouseCanary’s claims. In November 2020, HouseCanary filed a petition requesting the Supreme Court of Texas review the court of appeals’ decision. The Supreme Court denied the petition on June 17, 2022, and the case was remanded to district court for a new trial. A new trial occurred in the first quarter of 2026, where Rocket Close presented new evidence, including evidence revealed by former HouseCanary executives who came forward after the conclusion of the original trial with evidence that undermined HouseCanary’s claims. On March 6, 2026, a Bexar County, Texas, jury returned a verdict with $175 in damages in favor of HouseCanary. Judgment has not yet been entered in the new trial. The Company plans to continue to vigorously defend this case and believes it has substantial defenses to this and any subsequent proceedings. The outcome of this matter remains uncertain, and the ultimate resolution of the litigation may be several years in the future.

As of March 31, 2026 and December 31, 2025, we have recorded reserves in accordance with ASC 450, Contingencies related to potential damages in connection with legal and administrative proceedings of $79 and $74, respectively. For matters for which a loss is reasonably possible in future periods, an estimate may not be possible due to the early stage of the proceedings, the significant factual issues to be resolved, and/or the lack of specific damages requests. Generally, the less progress that has been made in the proceedings or the broader the range of potential results, the harder it is for the Company to estimate losses or ranges of losses that are reasonably possible the Company could incur. The ultimate outcome of these or other actions or proceedings, including any monetary awards against Rocket Companies or one or more of its subsidiaries, is uncertain and there can be no assurance as to the amount of any such potential awards. Rocket Companies and its subsidiaries will incur defense costs and other expenses in connection with these proceedings. Plus, if a judgment for money that exceeds specified thresholds is rendered against Rocket Companies or any of its subsidiaries and it or they fail to timely pay, discharge, bond or obtain a stay of execution of such judgment, it is possible that one or more of the companies could be deemed in default of loan funding facilities and other agreements governing indebtedness. If the final resolution in one or more of these proceedings is unfavorable, it could have a material adverse effect on the business, liquidity, financial condition, cash flows, and results of operations of Rocket Companies.

11. Regulatory Minimum Net Worth, Capital Ratio and Liquidity Requirements

Certain secondary market investors and state regulators require the Company to maintain minimum net worth, liquidity and capital requirements. To the extent that these requirements are not met, secondary market investors and/or the state regulators may utilize a range of remedies including sanctions and/or suspension or termination of selling and servicing agreements, which may prohibit the Company from originating, securitizing or servicing these specific types of mortgage loans.





35
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Rocket Mortgage is subject to certain minimum net worth, capital ratio and liquidity requirements and risk-based capital ratio established by the FHFA for the GSEs Seller/Servicers and Ginnie Mae for single-family issuers. Additionally, refer to Note 6, Borrowings for information regarding compliance with all funding and financing facilities related covenant requirements. During the three months ended March 31, 2026, Nationstar Mortgage was merged into Rocket Mortgage and is no longer subject to its own requirements. As of March 31, 2026 and December 31, 2025, we were in compliance with these requirements.

Since Rocket Mortgage’s single-family servicing portfolios exceed $150 billion in UPB, we are also required to obtain an external primary servicer rating or master servicing rating and long-term senior unsecured or long-term corporate family credit ratings from two different rating agencies. As of March 31, 2026 and December 31, 2025, we were in compliance with these requirements.

The most restrictive of these regulatory requirements requires the Company to maintain a minimum net worth of approximately $3,500, minimum liquidity of approximately $1,500 and minimum capital/leverage ratio and risk-based capital ratio of 6% as of March 31, 2026 and December 31, 2025. As of March 31, 2026 and December 31, 2025, we were in compliance with these requirements.

12. Segments

The Company’s Chief Executive Officer, who has been identified as its CODM, has evaluated how the Company views and measures its performance. ASC 280, Segment Reporting establishes the standards for reporting information about segments in financial statements. In applying the criteria set forth in that guidance, the Company has determined that it has two reportable segments - Direct to Consumer and Partner Network. The key factors used to identify these reportable segments are the Company’s internal operations and the nature of its marketing channels, which drive client acquisition into the mortgage platform. This determination reflects how its CODM monitors performance, allocates capital and makes strategic and operational decisions. Since the respective acquisition dates, the operations acquired from Mr. Cooper and Redfin have been managed within our existing reportable segment structure.

Direct to Consumer

In the Direct to Consumer segment, clients have the ability to interact with Rocket Mortgage digitally and/or with the Company’s mortgage bankers. The Company markets to potential clients in this segment through various brand campaigns and performance marketing channels. The Direct to Consumer segment generates revenue from originating, closing, selling and servicing predominantly agency-conforming loans, which are pooled and sold to the secondary market. This segment also produces revenue by providing title and settlement services and appraisal management to these clients as part of our end-to-end mortgage origination experience. Servicing activities are fully allocated to the Direct to Consumer segment as they are viewed as an extension of the client experience, which positions us to have high retention and recapture the clients’ next refinance, purchase and personal loan transactions.

Revenues in the Direct to Consumer segment are generated primarily from the gain on sale of loans, which includes loan origination fees, revenues associated with title, closing and appraisal fees and revenues from sales of loans into the secondary market, as well as the fair value of originated MSRs and hedging gains and losses. Loan servicing income consists of the contractual fees earned for servicing loans and other ancillary servicing fees, as well as changes in the fair value of MSRs due to changes in valuation assumptions and realization of cash flows.

Partner Network

We provide industry-leading client service and leverage our widely recognized brand to strengthen our wholesale relationships, through Rocket Pro, as well as enterprise partnerships, and correspondent relationships, both driving growth in our Partner Network segment. Rocket Pro works exclusively with mortgage brokers, community banks and credit unions, enabling them to maintain their own brand and client relationships while leveraging Rocket Mortgage's expertise, technology and award-winning process. Our enterprise partnerships include financial institutions and well-known consumer-focused companies that value our award-winning client experience and offer their clients mortgage solutions through our trusted brand. These organizations connect their clients directly to us through marketing channels and referrals. In our Correspondent channel, we acquire mortgage loans from third-party mortgage originators and financial institutions, leveraging Rocket’s underwriting, fulfillment and secondary market capabilities.





36
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Revenues in the Partner Network segment are generated primarily from the gain on sale of loans, which includes loan origination fees, revenues associated with title, closing and appraisal fees and revenues from sales of loans into the secondary market, as well as the fair value of originated MSRs and hedging gains and losses.

Other Information About Our Segments

The Company measures the performance of the segments primarily on a Contribution margin basis. The CODM uses the total revenue and profitability metrics of each segment to assess performance and allocation of resources by segment. The accounting policies applied by our segments are described in Note 1, Business, Basis of Presentation and Significant Accounting Policies and our Annual Report on Form 10-K. Directly attributable expenses include Salaries, commissions and team member benefits, General and administrative expenses, Marketing and advertising expenses, Interest expense and Other expenses, such as mortgage servicing related expenses and expenses generated from Rocket Close (title and settlement services).

The Company does not allocate assets to its reportable segments as they are not included in the review performed by the CODM for purposes of assessing segment performance and allocating resources. The Condensed Consolidated Balance Sheets are managed on a consolidated basis and is not used in the context of segment reporting.

The Company also reports an “All Other” category that includes operations from Rocket Money and Rocket Loans as well as certain Redfin and Mr. Cooper operations, and includes professional service fee revenues from related parties. These operations are neither significant individually nor in aggregate and therefore do not constitute a reportable segment.

Key operating data for our business segments for the periods ended:
Three Months Ended March 31, 2026
Direct to
 Consumer		Partner
 Network		Segments
 Total
All Other (1)
Total
Revenues
Gain on sale of loans, net
$1,162 $187 $1,349 $27 $1,376 
Servicing fee income1,080 — 1,080 3 1,083 
Change in fair value of MSRs, net(485)— (485)— (485)
Interest income376 104 480 27 507 
Other income95 9104 356 460 
Total revenue, net2,228 300 2,528 413 2,941 
Expenses
Salaries, commissions and team member benefits396 56 452 142 594 
General and administrative expenses168 31 199 22 221 
Marketing and advertising expenses195 4 199 146 345 
Interest expense139 64 203 6 209 
Other expenses64 1 65 21 86 
Less: Directly attributable expenses962 156 1,118 337 1,455 
Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges)
$(119)$— $(119)$— $(119)
Contribution margin
$1,147 $144 $1,291 $76 $1,367 




37
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
Three Months Ended March 31, 2025
Direct to
 Consumer		Partner
 Network		Segments
 Total
All Other (1)
Total
Revenues
Gain on sale of loans, net
$660 $96 $756 $16 $772 
Servicing fee income400 — 400 1 401 
Change in fair value of MSRs, net(449)— (449)— (449)
Interest income131 42 173 28 201 
Other income51 556 120 176 
Total revenue, net793 143 936 165 1,101 
Expenses
Salaries, commissions and team member benefits284 47 331 42 373 
General and administrative expenses78 5 83 16 99 
Marketing and advertising expenses213 3 216 60 276 
Interest expense35 29 64 7 71 
Other expenses35 2 37 1 38 
Less: Directly attributable expenses645 86 731 126 857 
Change in fair value of MSRs due to valuation assumptions (net of hedges)259 —259 — 259 
Contribution margin
$407 $57 $464 $39 $503 
(1)    All Other includes certain intercompany eliminations, as a portion of expense generated through intercompany transactions is allocated to our segments.

The following table represents a reconciliation of segment contribution margin to consolidated U.S. GAAP Income (loss) before income taxes for the three months ended:
Three Months Ended March 31,
20262025
Contribution margin
$1,367 $503 
Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges)119 (259)
Less expenses not allocated to segments:
Salaries, commissions and team member benefits485 237 
General and administrative expenses314 162 
Interest expense140 38 
Depreciation and amortization146 27 
Other expenses1 3 
Income (loss) before income taxes$400 $(223)





38
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
13. Variable Interest Entities

Asset-Backed Financing Arrangements

In the normal course of business, the Company enters into various types of transactions with SPEs. The SPEs were established for a limited purpose and are determined to be VIEs. Generally, these SPEs are formed for asset-backed financing purposes, either through the issuance of debt or repurchase arrangements, supported by collections on the underlying financial assets. The Company has determined that the SPEs created in connection with certain asset-backed financing arrangements should be consolidated as the Company is the primary beneficiary of each of these entities.

The assets and liabilities of the Company’s transactions with consolidated VIEs included in the Company’s Condensed Consolidated Balance Sheets were as follows:
March 31, 2026December 31, 2025
Assets
Mortgage loans held for sale, at fair value
$5,910 $6,792 
Mortgage servicing rights, at fair value
9,417 2,964 
Advance receivables, net
1,144 990 
Other assets(1)
604 $579 
Total assets$17,075 $11,325 
Liabilities
Secured financing$6,851 $7,742 
Accounts payable and other liabilities
5 5 
Total liabilities$6,856 $7,747 
(1)    Other assets is primarily comprised of non-mortgage loans held for sale and restricted cash.

Refer to Note 6, Borrowings, for additional information on Secured financing.

Collateralized Financing Entity

In the normal course of business, the Company transfers financial assets to a trust for which the Company holds a variable interest. The Company has elected to account for the assets and liabilities of the VIE as a CFE. Refer to Note 1, Business, Basis of Presentation and Significant Accounting Policies and Note 3, Fair Value Measurements for additional information on CFEs.





39
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
14. Earnings Per Share

The Company applies the two-class method for calculating and presenting earnings per share for Class A common stock and Class L common stock, which have equal rights to participate in earnings and dividends on a per share basis. RSUs and PSUs are included in the weighted-average Shares of Class A common stock outstanding in the calculation of basic earnings per share once fully vested.

For the three months ended March 31, 2025, which preceded the Up-C Collapse, earnings per share was calculated based solely on Class A common stock, as Class D common stock did not participate in earnings of Rocket Companies. Refer to the 2025 Form 10-K for the complete description of the changes to the earnings per share resulting from the Up-C Collapse.

Basic earnings per share of Participating Common Stock is computed by dividing Net income (loss) attributable to Rocket Companies by the weighted-average number of shares of Participating Common Stock outstanding during the period. Diluted earnings per share of Participating Common Stock is computed by dividing Net income (loss) attributable to Rocket Companies by the weighted-average number of shares of Participating Common Stock outstanding adjusted to give effect to potentially dilutive securities.

Diluted earnings per share reflects the dilutive effect of potential common shares from share-based awards, shares issuable on the conversion of convertible debt and Class D common stock. The treasury stock method is used to calculate the dilutive effect of outstanding share-based awards, which assumes the proceeds upon vesting or exercise of awards would be used to purchase common stock at the average price for the period. The if-converted method is used to calculate the dilutive effect of converting our Convertible Senior Notes and Class D common stock to Class A common stock. Under the if-converted method, the denominator of the diluted earnings per share calculation is adjusted to reflect the full number of common shares issuable upon conversion of our Convertible Senior Notes and Class D common stock while the numerator is adjusted to add back interest and amortization expense for the period related to our Convertible Senior Notes.

The following table sets forth the calculation of the basic and diluted earnings per share:
Three Months Ended March 31,
20262025
Net income (loss)$297 $(212)
Net loss attributable to non-controlling interest— 202 
Net income (loss) attributable to Rocket Companies$297 $(10)
Numerator:
Net income (loss) attributable to Participating Common Stock - basic
$297 $(10)
Add: Reallocation of Net income (loss) attributable to dilutive impact of pro-forma conversion of Class D shares to Class A shares (1)
— (157)
Add: Reallocation of Net income (loss) attributable to dilutive impact of share-based compensation awards (2)
— (1)
Net income (loss) attributable to Participating Common Stock - diluted
$297 $(168)
Denominator:
Weighted average shares of Participating Common Stock outstanding - basic (2)
2,828,455,368147,717,296
Add: Dilutive impact of conversion of Class D shares to Class A shares—1,848,879,483
Add: Dilutive impact of share-based compensation awards (3)
18,519,3745,339,600
Weighted average shares of Participating Common Stock outstanding - diluted2,846,974,7422,001,936,379
Earnings (loss) per share of Participating Common Stock outstanding - basic
$0.11 $(0.07)
Earnings (loss) per share of Participating Common Stock outstanding - diluted
$0.10 $(0.08)
(1)    Net income (loss) is calculated using the estimated annual effective tax rate of Rocket Companies, Inc.






40
Rocket Companies, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements (Continued)
($ in Millions, Except Per Share Amounts or Unless Otherwise Noted)
(2)    Participating Common Stock was composed of the following:
Three Months Ended March 31,
20262025
Class A common shares979,575,913 147,717,296 
Class L common shares1,848,879,455 — 
Total Participating Common Stock2,828,455,368 147,717,296 

(3)    Dilutive impact of share-based compensation awards for the periods are:
Three Months Ended March 31,
20262025
RSUs16,067,842 5,272,777 
PSUs2,174,821 — 
Stock options209,278 6,230 
TMSPP67,433 60,593 

A portion of the Company RSUs, PSUs, stock options, shares issuable under the TMSPP and convertible notes were excluded from the computation of diluted earnings per share as the weighted portion for the period they were outstanding was determined to have an anti-dilutive effect. The following table sets forth the number of potentially issuable shares that were determined to have an anti-dilutive effect:
Three Months Ended March 31,
20262025
RSUs190,323 12,610,220 
PSUs1,972,871 411,609 
Stock options257,800 14,188,594 
Convertible note
4,263,561 — 
Prior to the Up-C Collapse, Holdings LLC Units paired with Class D common stock were evaluated for dilutive effect under the if-converted method. Refer to the 2025 Form 10-K for further details.




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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following management’s discussion and analysis of our financial condition and results of operations should be read in conjunction with, and is qualified in its entirety by reference to, our unaudited Condensed Consolidated Financial Statements and the related notes and other information included elsewhere in this Quarterly Report on Form 10-Q and our audited consolidated financial statements included in our Annual Report on Form 10-K filed with the SEC. This discussion and analysis contains forward-looking statements that involve risks and uncertainties which could cause our actual results to differ materially from those anticipated in these forward-looking statements, including, but not limited to, risks and uncertainties discussed under the heading “Special Note Regarding Forward-Looking Statements,” and in Part I. Item 1A. “Risk Factors” in our Form 10-K and elsewhere in this Form 10-Q.

Special Note Regarding Forward-Looking Statements

This Form 10-Q contains forward-looking statements, which involve risks and uncertainties. These forward-looking statements are generally identified by the use of forward-looking terminology, including the terms “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and, in each case, their negative or other various or comparable terminology. All statements other than statements of historical facts contained in this Form 10-Q, our strategy, future operations, future financial position, future revenue, projected costs, prospects, plans, objectives of management and expected market growth are forward-looking statements. As you read this Form 10-Q, you should understand that these statements are not guarantees of performance or results. They involve known and unknown risks, uncertainties and assumptions, including those described under the heading “Risk Factors” in this Form 10-Q. Although we believe that these forward-looking statements are based upon reasonable assumptions, you should be aware that many factors, including those described under the heading “Risk Factors” in this Form 10-Q, could affect our actual financial results or results of operations and could cause actual results to differ materially from those in the forward-looking statements.

Our forward-looking statements made herein are made only as of the date of this Form 10-Q. We expressly disclaim any intent, obligation or undertaking to update or revise any forward-looking statements made herein to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements contained in this Form 10-Q.

Objective

The following discussion provides an analysis of the Company's financial condition, cash flows and results of operations from management's perspective and should be read in conjunction with the consolidated financial statements and notes thereto included in Part I, Item 1 of this Quarterly Report on Form 10-Q. Our objective is to provide a discussion of events and uncertainties known to management that are reasonably likely to cause the reported financial information not to be indicative of future operating results or of future financial condition and to also offer information that provides an understanding of our financial condition, cash flows and results of operations.

Executive Summary

We are a Detroit‑based homeownership platform including mortgage, real estate and personal finance businesses. We are committed to delivering industry-best client experiences through our AI-powered, vertically integrated homeownership platform. Our full suite of products empowers our clients across financial wellness, personal loans, home search, mortgage finance, title and closing. We believe our widely recognized “Rocket” brand is synonymous with simple, fast and trusted digital experiences.










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Recent Developments

Business Trends

In the first quarter of 2026, inflation remained near 3%, above the Federal Reserve’s 2% target, and the Federal Reserve held the federal funds rate steady at 3.50% to 3.75% in its January and March meetings. In March, conflict in the Middle East disrupted the global energy supply, leading to higher oil prices and raising concerns over further inflation, which caused market expectations for future rate cuts to diminish.

During the quarter, in this backdrop, the 30-year fixed-rate mortgage rate was volatile—starting at 6.15% at the beginning of January, declining to 5.98% in late February, and rising to 6.38% by the end of March. While January and February saw heightened mortgage activity, by March the sharp increase in the 30-year fixed-rate mortgage rate renewed pressure on affordability and home purchase demand across the housing market, contributing to softer housing activity.

Acquisitions and Up-C Collapse

On June 30, 2025, we completed the Up-C Collapse to simplify our organizational and capital structure. On July 1, 2025, we completed our all-stock acquisition of Redfin. On October 1, 2025, we completed our all-stock acquisition of Mr. Cooper. Integration continues to proceed as expected. Refer to Note 1, Business, Basis of Presentation and Significant Accounting Policies and Note 2, Acquisitions to our Condensed Consolidated Financial Statements included in this Form 10-Q.

Three months ended March 31, 2026 summary

We originated $44.7 billion in residential mortgage loans, an increase of $23.1 billion, compared to $21.6 billion in 2025. Our Net income for the period was $297 million, an increase of $509 million, compared to a Net loss of $212 million in 2025. We generated Adjusted EBITDA of $738 million, an increase of $569 million, compared to $169 million in 2025. For more information on Adjusted EBITDA, please see “Non-GAAP Financial Measures” below.

Non-GAAP Financial Measures ($ In Millions, Except Per Share Amounts)

To provide investors with information in addition to our results as determined by GAAP, we disclose Adjusted revenue, Adjusted net income, Adjusted diluted earnings per share and Adjusted EBITDA as non-GAAP measures which management believes provide useful information to investors. We believe the presentation of our non-GAAP financial measures provides useful information to investors regarding our results of operations because each measure assists both investors and management in analyzing and benchmarking the performance and value of our business. Our non-GAAP financial measures are not calculated in accordance with GAAP and should not be considered as a substitute for revenue, net income (loss), or any other operating performance measure calculated in accordance with GAAP. Other companies may define non-GAAP financial measures differently, and as a result, our non-GAAP financial measures may not be directly comparable to those of other companies. Our non-GAAP financial measures provide indicators of performance that are not affected by fluctuations in certain costs or other items. Accordingly, management believes that these measurements are useful for comparing general operating performance from period to period, and management relies on these measures for planning and forecasting of future periods. Additionally, these measures allow management to compare our results with those of other companies that have different financing and capital structures.

We define “Adjusted revenue” as Total revenue, net of the Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges). We define “Adjusted net income” as Tax-effected Net income (loss) before Share-based compensation expense, the Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges), Acquisition-related expenses, Amortization of acquired intangible assets, Other adjustments and Tax impact of adjustments as applicable. We define “Adjusted diluted earnings per share” as Adjusted net income divided by the Adjusted diluted weighted average shares outstanding which includes Diluted weighted average Participating Common Stock outstanding and the Assumed pro forma conversion of Class D shares for the applicable period presented. We define “Adjusted EBITDA” as Net income (loss) before Bond interest expense, (Provision for) benefit from income taxes, Depreciation and amortization, Share-based compensation expense, Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges), Acquisition-related expenses, Amortization of acquired intangible assets and Other.





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We exclude from each of our non-GAAP financial measures the Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges), as this represents a non-cash non-realized adjustment to our total revenues, reflecting changes in market interest rates and assumptions, including OAS and prepayment speeds, which are not indicative of our performance or results of operation. We also exclude gains or losses on sales of MSRs during the period and effects of contractual prepayment protection associated with sales of MSRs. Further, we exclude the amortization of intangible assets recognized from the Acquisitions from Adjusted net income and Adjusted EBITDA. The intangible assets related to the Acquisitions were recorded as part of purchase accounting and the related amortization recorded over their useful lives represents a fixed non-cash expense that is not indicative of our ongoing performance or results of operations. Adjusted EBITDA includes interest expense on secured financing which is recorded as a component of Interest expense, as these expenses are a direct cost driven by loan origination volume. By contrast, Bond interest expense is a function of our capital structure and is therefore excluded from Adjusted EBITDA.

Adjustment to Income taxes

In determining our non-GAAP provision for income taxes, which can differ significantly from our GAAP provision for income taxes, we apply a long-term projected non-GAAP tax rate that excludes certain significant, non-recurring and period-specific income tax effects, such as changes in judgment or estimates of tax matters related to prior years, changes in the valuation allowance related to deferred tax assets, changes in tax laws, and changes to our business structure including impacts from business combinations. The application of a long-term non-GAAP tax rate helps us assess the core profitability of our business operations and compare to our historical operating results. In arriving at the long-term non-GAAP tax rate used in fiscal year 2026, we evaluated our structure after the Up-C Collapse in 2025 and projections and currently available information for fiscal year 2026 through 2028. In projecting this long-term non-GAAP tax rate, we utilized a three-year financial projection that excludes the direct and indirect income tax effects of the other non-GAAP adjustments reflected above including tax impacts related to nondeductible executive equity compensation. Additionally, we considered our current operating structure and other factors such as our existing and potential tax positions in various jurisdictions and key legislation in major jurisdictions where we operate. The projected long-term non-GAAP tax rate could be subject to change for several reasons, including significant changes in our geographic earnings mix or in application of tax laws in major jurisdictions in which we operate. As such, we periodically re-evaluate the appropriateness of the long-term non-GAAP tax rate and may adjust for significant changes.

Our definitions of each of our non-GAAP financial measures allow us to add back certain cash and non-cash expenses, and deduct certain gains that are included in calculating Total revenue, net, Net income (loss) attributable to Rocket Companies or Net income (loss). However, these expenses and gains vary greatly, and are difficult to predict. From time to time in the future, we may include or exclude other items if we believe that doing so is consistent with the goal of providing useful information to investors.

Although we use our non-GAAP financial measures to assess the performance of our business, such use is limited because they do not include certain material costs necessary to operate our business. Our non-GAAP financial measures can represent the effect of long-term strategies as opposed to short-term results. Our presentation of our non-GAAP financial measures should not be construed as an indication that our future results will be unaffected by unusual or nonrecurring items. Our non-GAAP financial measures have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our results as reported under U.S. GAAP. Because of these limitations, our non-GAAP financial measures should not be considered as measures of discretionary cash available to us to invest in the growth of our business or as measures of cash that will be available to us to meet our obligations.

Limitations to our non-GAAP financial measures included, but are not limited to:

(a)    they do not reflect every cash expenditure, future requirements for capital expenditures or contractual commitments;

(b)    Adjusted EBITDA does not reflect the significant interest expense or the cash requirements necessary to service interest or principal payment on our debt;

(c)    although Depreciation and amortization are non-cash expenses, the assets being depreciated and amortized will often have to be replaced or require improvements in the future, and Adjusted revenue, Adjusted net income and Adjusted EBITDA do not reflect any cash requirement for such replacements or improvements; and




44



(d)    they are not adjusted for all non-cash income or expense items that are reflected in our Condensed Consolidated Statements of Cash Flows.

We compensate for these limitations by using our non-GAAP financial measures along with other comparative tools, together with U.S. GAAP measurements, to assist in the evaluation of operating performance. See below for reconciliation of our non-GAAP financial measures to their most comparable U.S. GAAP measures. Additionally, our U.S. GAAP-based measures can be found in the Condensed Consolidated Financial Statements and related notes included elsewhere in this Form 10-Q.

Reconciliation of Adjusted revenue to Total revenue, net
Three Months Ended March 31,
20262025
Total revenue, net
$2,941 $1,101 
Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges) (1)
(119)259 
Adjusted revenue
$2,822 $1,360 
(1)    Reflects changes in market interest rates and assumptions, including OAS and prepayment speeds, gains or losses on sales of MSRs during the period and the effects of contractual prepayment protection associated with sales or purchases of MSRs.

Reconciliation of Adjusted net income to Net income (loss) attributable to Rocket Companies
Three Months Ended March 31,
20262025
Net income (loss) attributable to Rocket Companies$297 $(10)
Net loss impact from pro forma conversion of Class D common shares to Class A common shares (1)
— (202)
Adjustment to the (Provision for) benefit from income taxes (2)
1 43 
Tax-effected net income (loss) (2)
$298 $(169)
Share-based compensation expense
88 40 
Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges) (3)
(119)259 
Acquisition-related expenses (4)
79 28 
Amortization of acquired intangible assets (5)
113 — 
Other adjustments (6)
5 1 
Tax impact of adjustments (7)
(42)(79)
Adjusted net income$422 $80 
(1)    Reflects net income (loss) to Class A common shares from pro forma exchange and conversion of corresponding shares of our Class D common shares held by non-controlling interest holders during the periods ended March 31, 2025. Class D common shares were surrendered and retired on June 30, 2025, the date the Up-C Collapse was effectuated.





45


(2)    Refer to Adjustment for Income taxes paragraph above for discussion on the adjustment to income taxes.

Rocket Companies is subject to U.S. Federal income taxes, in addition to state, local and foreign taxes with respect to its allocable share of any net taxable income or loss of Holdings LP. The Adjustment to the (Provision for) benefit from income taxes reflects the difference between (a) the income tax computed using the effective tax rates below applied to the Adjusted income (loss) before income taxes based upon Rocket Companies, Inc. owning 100% of the non-voting common interest units of Holdings LP for all three months presented and (b) the (Provision for) benefit from income taxes for the periods presented.
Three Months Ended March 31,
20262025
Net income (loss) attributable to Rocket Companies$297 $(10)
Net loss impact from pro forma conversion of Class D common shares to Class A common shares— (202)
(Provision for) benefit from income taxes
(103)11 
Adjusted income (loss) before income taxes
$400 $(223)
Effective income tax rate for adjusted net income (loss)
25.60 %24.32 %
Adjusted (Provision for) benefit from income taxes
$(102)$54 
(Provision for) benefit from income taxes
(103)11 
Adjustment to the (Provision for) benefit from income taxes
$1 $43 

Three Months Ended March 31,
20262025
Statutory U.S. Federal Income Tax Rate21.00 %21.00 %
Foreign taxes0.01 0.01 
State and local income taxes (net of federal benefit)4.59 3.31 
Effective income tax rate for Adjusted net income
25.60 %24.32 %
(3)    Reflects changes in market interest rates and assumptions, including OAS and prepayment speeds, gains or losses on sales of MSRs during the period and the effects of contractual prepayment protection associated with sales or purchases of MSRs.

(4)    Primarily consists of transaction costs associated with the Acquisitions and Up-C Collapse, such as professional service fees (including integration costs), and severance expense.

(5)    Reflects amortization of intangible assets related to the Acquisitions.

(6)    Represents tax benefits due to the amortization of intangible assets and other tax attributes resulting from the historical purchases of Holdings Units, net of payment obligations under the TRA and change in equity investments.

(7)    Tax impact of adjustments gives effect to the income tax related to Share-based compensation expense, Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges), Acquisition-related expenses, Amortization of acquired intangible assets and Other adjustments, at the effective tax rates for each period.





46


Reconciliation of Adjusted diluted weighted average shares outstanding to Diluted weighted average Participating Common Stock outstanding
Three Months Ended March 31,
20262025
Diluted weighted average Participating Common Stock outstanding2,846,974,7422,001,936,379
Assumed pro forma conversion of Class D shares (1)
——
Adjusted diluted weighted average shares outstanding2,846,974,7422,001,936,379
Adjusted net income$422$80
Adjusted diluted earnings per share$0.15$0.04
(1)    Reflects the pro forma exchange and conversion of anti-dilutive Class D common shares to Class A common shares. For the three months ended March 31, 2025, Class D common shares were dilutive and are included in the Diluted weighted average Participating Common Stock outstanding in the table above. Class D common shares were surrendered and retired on June 30, 2025, the date the Up-C Collapse was effectuated.

Reconciliation of Adjusted EBITDA to Net income (loss)
Three Months Ended March 31,
20262025
Net income (loss)$297 $(212)
Bond interest expense (1)
139 38 
Provision for (benefit from) income taxes
103 (11)
Depreciation and amortization (2)
33 27 
Share-based compensation expense
88 40 
Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges) (3)
(119)259 
Acquisition-related expenses (4)
79 28 
Amortization of acquired intangible assets (5)
113 — 
Other adjustments(6)
5 — 
Adjusted EBITDA$738 $169 
(1)    Bond interest expense reflects interest incurred on the Company's Senior Notes, recognized within Interest expense on the Condensed Consolidated Statements of Income (Loss) and Comprehensive Income (Loss).

(2)    The three months ended March 31, 2026 exclude the impact of amortization of acquired intangible assets.

(3)    Reflects changes in market interest rates and assumptions, including OAS and prepayment speeds, gains or losses on sales of MSRs during the period and the effects of contractual prepayment protection associated with sales or purchases of MSRs.

(4)    Primarily consists of transaction costs associated with the Acquisitions and Up-C Collapse, such as professional service fees (including integration costs), and severance expense.

(5)    Reflects amortization of intangible assets related to the Acquisitions.

(6)    Reflects change in equity investments.





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Key Performance Indicators

We monitor a number of key performance indicators to evaluate the performance of our business operations. Our loan production key performance indicators enable us to monitor our ability to generate gain on sale revenue as well as understand how our performance compares to the total mortgage origination market. Our servicing portfolio key performance indicators enable us to monitor the overall size of our servicing portfolio of business, the related value of our mortgage servicing rights, and the health of the business as measured by the average MSR delinquency rate. Other key performance indicators for Other Rocket Companies subsidiaries, not including mortgage loan production or servicing, allow us to monitor both revenues and unit sales generated by these businesses.

The following summarizes key performance indicators of the business:
Three Months Ended March 31,
(Units in thousands, and $ in millions)20262025
Loan Production Data
Closed loan origination volume$44,653$21,584
Direct to Consumer origination volume$23,660$11,799
Partner Network origination volume$20,993$9,785
Gain on sale margin (1)
2.74 %2.89 %
March 31,
(Units in thousands, and $ in millions)20262025
Servicing Portfolio Data
Total serviced UPB (includes subserviced)$2,109,774$600,387
MSRs UPB of loans serviced$1,257,976$523,418
UPB of loans subserviced and temporarily serviced$851,798$76,969
Total loans serviced (includes subserviced)9,4402,797
Number of MSRs loans serviced6,5072,598
Number of loans subserviced and temporarily serviced2,933199
MSR fair value multiple (2)
5.304.95
Total serviced MSR delinquency rate (60+)1.45%1.34%
Net client retention rate (trailing twelve months) (3)
97%97%
Actual CPR rate10.61 %8.80 %
Three Months Ended March 31,
(Units in thousands)
20262025
Select Other Rocket Companies
Rocket Close closings (units)9352
Rocket Money paying subscribers, at period end 4,9264,490
Rocket Loans closed (units)2815
Redfin real estate transactions
14 
N/A
(1)    Gain on sale margin is calculated by dividing Gain on sale of loans, net by the net rate lock volume for the period. A detailed description of the components of Gain on sale of loans, net can be found below in Description of Certain Components of Financial Data. For purposes of calculating this metric, gain on sale revenue includes all those components, but excludes revenues from Rocket Loans, changes in the investor reserve, and fair value adjustments on repurchased loans held on our balance sheet, such as early buyouts.





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(2)    MSR fair market value multiple is a metric used to determine the relative value of the MSR asset in relation to the annualized retained servicing fee, which is the cash that the holder of the MSR asset would receive from the portfolio as of such date. It is calculated as the quotient of (a) the MSR fair market value as of a specified date divided by (b) the weighted average annualized retained servicing fee for our MSR portfolio as of such date. The weighted average annualized retained servicing fee for our MSR portfolio was 0.29% and 0.28% as of March 31, 2026 and 2025, respectively. The vast majority of our portfolio consists of originated MSRs and consequently, the impact of purchased MSRs does not have a material impact on our weighted average service fee.

(3)    This metric measures our retention across a greater percentage of our client base versus our recapture rate. We define “net client retention rate” as the number of clients that were active at the beginning of a period and which remain active at the end of the period, divided by the number of clients that were active at the beginning of the period. This metric excludes clients whose loans were sold during the period as well as clients to whom we did not actively market to due to contractual prohibitions or other business reasons. We define “active” as those clients who do not pay off their mortgage with us and originate a new mortgage with another lender during the period.

Description of Certain Components of Financial Data

Refer to the 2025 Form 10-K for the year ended December 31, 2025 for the complete Description of Certain Components of Financial Data. Additionally, refer to Revenue Recognition in Note 1, Business, Basis of Presentation and Significant Accounting Policies for details about the components of revenue and the reclassification of certain interest-type activities.

Components of revenue

Our sources of revenue include Gain on sale of loans, net, Loan servicing income (loss), net, Interest income and Other income.

Components of operating expenses

Our operating expenses as presented in the Condensed Statement of Operations Data include Salaries, commissions and team member benefits, General and administrative expenses, Marketing and advertising expenses, Interest expense, Depreciation and amortization, and Other expenses.





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Results of Operations for the Three Months Ended March 31, 2026 and 2025

Summary of Operations
Condensed Statement of Operations Data
Three Months Ended March 31,
($ in millions)20262025
Revenue
Gain on sale of loans, net$1,376 $772 
Servicing fee income
1,083 401 
Change in fair value of MSRs, net(485)(449)
Interest income
507 201 
Other income
460 176 
Total revenue, net
$2,941 $1,101 
Expenses
Salaries, commissions and team member benefits
$1,079 $610 
General and administrative expenses
535 261 
Marketing and advertising expenses
345 276 
Interest expense
349 109 
Depreciation and amortization146 27 
Other expenses
87 41 
Total expenses
$2,541 $1,324 
Income (loss) before income taxes400 (223)
(Provision for) benefit from income taxes(103)11 
Net income (loss)297 (212)
Net loss attributable to non-controlling interest— 202 
Net income (loss) attributable to Rocket Companies$297 $(10)

Gain on sale of loans, net

The components of Gain on sale of loans, net for the periods presented were as follows:
Three Months Ended March 31,
($ in millions)20262025
Net gain on sale of loans (1)
$620 $351 
Fair value of originated MSRs688 265 
Provision for investor reserves(6)(4)
Unrealized change in fair value of the Pipeline(173)299 
Realized and unrealized change in fair value of Pipeline hedges247 (139)
Gain on sale of loans, net$1,376 $772 
(1)     Net gain on sale of loans represents the premium we receive in excess of the loan principal amount and certain fees charged by investors upon sale of loans into the secondary market, plus net origination fees.





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The table below provides details of the characteristics of our mortgage loan production:
Three Months Ended March 31,
($ in millions)20262025
Closed loan origination volume by type:
Conventional Conforming$26,891$12,532
FHA/VA10,6555,607
Non-Agency7,1073,445
Total mortgage closed loan origination volume$44,653$21,584
Portfolio metrics:
Average loan amount (1)
$309$270
Weighted average loan-to-value ratio72.11 %71.18 %
Weighted average credit score740738
Weighted average loan rate6.12 %6.80 %
Percentage of loans sold:
To GSEs and government82.03 %79.98 %
To other counterparties17.97 %20.02 %
Servicing-retained93.17 %95.43 %
Servicing-released6.83 %4.57 %
Net rate lock volume (2)
$49,388$26,117
Gain on sale margin (3)
2.74 %2.89 %
(1)    Average loan amount is presented in thousands.
(2)    Net rate lock volume includes the UPB of loans subject to IRLCs, net of the pull-through factor as described in the Description of Certain Components of Financial Data section above.

(3)    Gain on sale margin is calculated by dividing Gain on sale of loans, net by the net rate lock volume for the period. A detailed description of the components of Gain on sale of loans, net can be found above in Description of Certain Components of Financial Data. For purposes of calculating this metric, gain on sale revenue includes all those components, but excludes revenues from Rocket Loans, changes to the investor reserve, and fair value adjustments on repurchased loans held on our balance sheet, such as early buyouts.

Overview of the Gain on sale of loans, net table

At the time an IRLC is issued, an estimate of the Gain on sale of loans, net is recognized in the Unrealized change in fair value of the Pipeline component in the table above. Subsequent changes in the fair value of IRLCs and MLHFS are recognized in this same component as the loan progresses through closing, which is when the IRLC moves to a MLHFS (where it remains until sold into the secondary market). The goal of our Pipeline hedge strategy is to mitigate the impact of interest rate changes from the point of the IRLC through the sale of the loan. The Unrealized change in fair value of IRLCs and MLHFS each period is dependent on several factors, including mortgage origination volume, duration of the Pipeline, and movement of interest rates during that period as compared to the immediately preceding period. Loans originated during an increasing rate environment generally decrease in value and loans originated during a decreasing rate environment generally increase in value. When the mortgage loan is sold into the secondary market, any difference between the proceeds received and the current fair value of the loan is recognized as a realized gain on sale and moves from the Unrealized change in fair value of the Pipeline component, to the Net gain (loss) on sale of loans component in the table above. The component Realized and unrealized change in fair value related to the Pipeline hedges is intended to economically hedge (or offset) the various fair value adjustments that impact the Unrealized change in fair value of the Pipeline and the Net gain (loss) on sale of loans components. As a result, these three components should be evaluated in combination when evaluating Gain on sale of loans, net, as the sum of these components are primarily driven by net rate lock volume. Furthermore, at the point of sale of the loan, the Fair value of originated MSRs and the Provision for investor reserves are recognized each in their respective components shown above.





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Three months ended March 31, 2026 summary

Gain on sale of loans, net was $1.4 billion, an increase of $0.6 billion, or 78%, compared to $0.8 billion in 2025.

Net gain on sale of loans, Unrealized change in fair value of the Pipeline, and Realized and unrealized change in fair value of Pipeline hedges was $694 million, an increase of $183 million, or 36%, compared to $511 million in 2025. This change was primarily driven by an increase in net rate lock volume.

The Fair value of originated MSRs was $688 million, an increase of $423 million, compared to $265 million in 2025. The change was driven by the increase in sold loan volume.

The Investor reserves liability balance was relatively flat in the current and prior period. The $2 million increase in Provision for investor reserves expense was primarily due to an increase in losses on repurchased loans in the current period, compared to 2025.

Loan servicing income (loss), net

For the periods presented, Loan servicing income (loss), net consisted of the following:
Three Months Ended March 31,
($ in millions)20262025
Retained servicing fee$919 $381 
Subservicing income111 4 
Ancillary income53 16 
Servicing fee income1,083 401 
Change in valuation model inputs or assumptions for MSRs and related liabilities
279 (261)
Change in fair value of MSR hedge
(160)2 
Collection / realization of cash flows
(604)(190)
Change in fair value of MSRs, net(485)(449)
Loan servicing income (loss), net$598 $(48)
March 31,
($ in millions, units in thousands)
20262025
MSR UPB of loans serviced
$1,257,976$523,418
Number of MSR loans serviced6,5072,598
UPB of loans subserviced and temporarily serviced$851,798$76,969
Number of loans subserviced and temporarily serviced2,933199
Total serviced UPB$2,109,774$600,387
Total loans serviced9,4402,797
Average loan amount (1)
$223$215
MSR fair value$19,377$7,350
Total serviced delinquency count (60+) as % of total1.45%1.34%
Retained servicing metrics:
Weighted average loan rate4.55%4.32%
Weighted average service fee0.29%0.28%
(1)    Average loan amount is presented in thousands.




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The following table summarizes changes to MSR and subservicing and other portfolio UPB:

Three Months Ended March 31, 2026
MSR
Subservicing
and Other
Total
Balance at beginning of period
$1,290,325 $831,558 $2,121,883 
Additions:
Originations40,160 29 40,189 
Acquisitions / Increase in subservicing (1)
11,873 55,760 67,633 
Deductions:
Dispositions/ Decrease in subservicing (2)
(39,812)(12,202)(52,014)
Principal reductions and other(12,361)(4,977)(17,338)
Voluntary reductions (3)
(31,799)(18,056)(49,855)
Involuntary reductions (4)
(395)(314)(709)
Net changes in loans serviced by others(15)— (15)
Balance at end of period
$1,257,976 $851,798 $2,109,774 

(1)    Amount for Subservicing and Other UPB includes transfers from MSR for MSRs sold with subservicing rights retained.

(2)    Amount for MSR UPB includes transfers to Subservicing and Other for MSRs sold with subservicing rights retained.

(3)    Voluntary reductions are related to loan payoffs by customers.

(4)    Involuntary reductions refer to loan defaults, loan liquidations and loan chargeoffs.

Three months ended March 31, 2026 summary

Loan servicing income, net was $598 million, a change of $646 million, compared to $48 million Loan servicing loss, net in 2025, due to the $682 million increase in Servicing fee income resulting from the larger average portfolio size during 2026, partially offset by the decrease in Change in fair value of MSRs, net.

The $36 million decrease in Change in fair value of MSRs, net was primarily driven by Collection / realization of cash flows due to the larger average portfolio size during 2026, mostly offset by the Change in valuation model inputs or assumptions. In 2026, the Change in valuation model inputs or assumptions was a $279 million increase, compared to a decrease of $261 million in 2025. This change was driven by an increase in interest rates during the first quarter of 2026, compared to a decrease in the same period in 2025.

Interest income
Three Months Ended March 31,
($ in millions)20262025
Interest income
$507 $201 

Three months ended March 31, 2026 summary

Interest income was $507 million, an increase of $306 million, compared to $201 million in 2025. The increase was primarily driven by custodial deposit income associated with our larger average servicing portfolio in 2026, as well as higher mortgage loan origination volume.





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Other income

The components of Other income for the periods presented were as follows:
Three Months Ended March 31,
($ in millions)20262025
Real estate services revenue
$192 $10 
Rocket Close revenue
128 64 
Rocket Money revenue
117 94 
Other (1)
23 8 
Total other income
$460 $176 
(1)    Other consists of additional subsidiary and miscellaneous revenue.

Three months ended March 31, 2026 summary

Other income was $460 million, an increase of $284 million, compared to $176 million in 2025, primarily driven by a $182 million increase in Real estate services revenue from incremental real estate transactions associated with Redfin, which was acquired in the third quarter of 2025. Additionally, there was a $64 million increase in Rocket Close revenue, driven by higher mortgage loan origination volume.

Expenses

Expenses for the periods presented were as follows:
Three Months Ended March 31,
($ in millions)20262025
Salaries, commissions and team member benefits$1,079 $610 
General and administrative expenses535 261 
Marketing and advertising expenses345 276 
Interest expense349 109 
Depreciation and amortization
146 27 
Other expenses87 41 
Total expenses$2,541 $1,324 

Three months ended March 31, 2026 summary

Total expenses during the period were $2.5 billion, an increase of $1.2 billion, or 92%, compared to 2025. Salaries, commissions and team member benefits were $1.1 billion, an increase of $469 million, or 77%, compared to $610 million, primarily due to increased variable compensation driven by higher origination volume, as well as expenses associated with additional team members from the Acquisitions. General and administrative expenses were $535 million, an increase of $274 million, compared to $261 million in 2025, primarily driven by Acquisition-related expenses, as well as an increase in variable costs associated with the increase in origination volume. Marketing and advertising expenses were $345 million, an increase of $69 million, or 25%, compared to $276 million, primarily driven by an increase in performance marketing associated with higher origination volume. Interest expense was $349 million, an increase of $240 million, compared to $109 million in 2025, driven by the senior notes issued and assumed in 2025, as well as increased utilization of mortgage loan funding facilities associated with higher origination volume.





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Summary results by segment for the Three Months Ended March 31, 2026 and 2025

Our operations are organized by distinct marketing channels which promote client acquisition and are categorized under two reportable segments: Direct to Consumer and Partner Network. In the Direct to Consumer segment, clients have the ability to interact with Rocket Mortgage digitally and/or with our mortgage bankers. We market to potential clients in this segment through various brand campaigns and performance marketing channels. The Direct to Consumer segment generates revenue from originating, closing, selling and servicing predominantly agency-conforming loans, which are pooled and sold to the secondary market. This segment also produces revenue by providing title and settlement services and appraisal management to these clients as part of our end-to-end mortgage origination experience. Servicing and subservicing activities are fully allocated to the Direct to Consumer segment as they are viewed as an extension of the client experience with the primary objective to establish and maintain positive, regular touchpoints with our clients, which positions us to have high retention and recapture the clients’ next refinance, purchase and personal loan transactions.

We provide industry-leading client service and leverage our widely recognized brand to strengthen our wholesale relationships, through Rocket Pro, as well as enterprise partnerships, and correspondent relationships, driving growth in our Partner Network segment. Rocket Pro works exclusively with mortgage brokers, community banks and credit unions, enabling them to maintain their own brand and client relationships while leveraging Rocket Mortgage's expertise, technology and award-winning process. Our enterprise partnerships include financial institutions and well-known consumer-focused companies that value our award-winning client experience and offer their clients mortgage solutions through our trusted brand. These organizations connect their clients directly to us through marketing channels and referrals. Through correspondent relationships, we acquire mortgage loans from third-party mortgage originators and financial institutions, leveraging Rocket’s underwriting, fulfillment and secondary market capabilities.

Since the respective acquisition dates, the operations acquired from Mr. Cooper and Redfin have been managed within our existing reportable segment structure.

We measure the performance of the segments primarily on a contribution margin basis. Contribution margin is intended to measure the direct profitability of each segment and is calculated as Adjusted revenue less directly attributable expenses. Adjusted revenue is a non-GAAP financial measure described above. Directly attributable expenses include Salaries, commissions and team member benefits, General and administrative expenses, Marketing and advertising expenses, Interest expense and Other expenses, such as mortgage servicing related expenses and expenses generated from Rocket Close (title and settlement services). See below for our overview and discussion of segment results for the three months ended March 31, 2026 and 2025. For additional discussion, see Note 12, Segments of the notes to the unaudited Condensed Consolidated Financial Statements of this Form 10-Q.





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Direct to Consumer Results
Three Months Ended March 31,
($ in millions)20262025
Revenue
Gain on sale of loans, net$1,162$660
Servicing fee income1,080400
Change in fair value of MSRs, net(485)(449)
Interest income376131
Other income9551
Total revenue, net$2,228$793
Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges)(119)259
Adjusted revenue$2,109$1,052
Salaries, commissions and team member benefits396284
General and administrative expenses16878
Marketing and advertising expenses195213
Interest expense13935
Other expenses6435
Less: Directly attributable expenses962645
Contribution margin$1,147$407

Three months ended March 31, 2026 summary

Direct to Consumer Adjusted revenue was $2.1 billion, an increase of $1.1 billion, or 100%, compared to $1.1 billion in 2025, primarily driven by higher Gain on sale of loans, net, Servicing fee income and Interest income.

Gain on sale of loans, net increased $502 million, driven by an increase in net rate lock volume. Servicing fee income increased $680 million due to the larger average portfolio size in 2026. Interest income increased $245 million million primarily driven by custodial deposit income, as well as higher mortgage loan origination volume. These increases were partially offset by Changes in fair value of MSRs, specifically the Collection/realization of cash flows, which were impacted by the larger average servicing portfolio in 2026.

Direct to Consumer Directly attributable expenses were $962 million, an increase of $317 million, or 49%, compared to $645 million in 2025, primarily due to increased Salaries, commissions and team member benefits, Interest expense, and General and administrative expenses.

The increase in Salaries, commissions and team member benefits was due to variable compensation associated with higher origination volume, as well as expenses associated with additional team members from the fourth quarter 2025 acquisition of Mr. Cooper. Interest expense increased due to the senior notes issued and assumed in 2025, as well as increased utilization of mortgage loan funding facilities associated with higher origination volume. Higher General and administrative expenses were driven by acquisition-related expenses, as well as an increase in variable costs associated with the increase in origination volume.

Direct to Consumer Contribution margin was $1.1 billion, an increase of $740.0 million, or 182%, compared to $407 million in 2025. The increase in Contribution margin was primarily driven by an increase in Adjusted revenue, offset by higher Directly attributable expenses, as described above.





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Partner Network Results
Three Months Ended March 31,
($ in millions)20262025
Revenue
Gain on sale of loans, net$187$96
Interest income10442
Other income95
Total revenue, net$300$143
Change in fair value of MSRs and related liabilities due to valuation assumptions (net of hedges)
——
Adjusted revenue$300$143
Salaries, commissions and team member benefits5647
General and administrative expenses315
Marketing and advertising expenses43
Interest expense6429
Other expenses12
Less: Directly attributable expenses15686
Contribution margin$144$57

Three months ended March 31, 2026 summary

Partner Network Adjusted revenue was $300.0 million, an increase of $157.0 million, or 110%, compared to $143.0 million in 2025, primarily due to increased Gain on sale of loans, net and Interest income, both driven by higher mortgage production volume.

Partner Network Directly attributable expenses were $156.0 million, an increase of $70.0 million, or 81%, compared to $86.0 million in 2025. Directly attributable expenses increased in 2026 primarily due to increased variable compensation and utilization of mortgage loan funding facilities, both driven by higher origination volume.

Partner Network Contribution margin was $144.0 million, an increase of $87.0 million, or 153%, compared to $57.0 million in 2025. The increase in Contribution margin was primarily driven by an increase in Adjusted revenue, offset by higher Directly attributable expenses, as described above.


Liquidity and Capital Resources

Historically, our primary sources of liquidity have included:

•    cash flow from our operations, including:

•    sale of whole loans into the secondary market;

•    sale of MSRs and excess servicing cash flows into the secondary market;

•    loan origination fees;

•    servicing fee income;

•    interest income on loans held for sale; and

•    other income.

•    borrowings, including secured and unsecured financing; and




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•    cash and marketable securities on hand.

Historically, our primary uses of funds have included:

•    origination of loans;

•    interest expense;

•    repayment of debt;

•    operating expenses; and

•    acquisition of MSRs.

In order to originate and aggregate loans for sale into the secondary market, we use our own working capital and borrow or obtain money on a short-term basis primarily through secured financing facilities, generally established with large global banks.

When we sell a pool of loans in the secondary market, the proceeds received from the sale of the loans are used to pay back the amounts we owe on the secured financing facilities. We rely on the cash generated from the sale of loans to fund future loans and repay borrowings under our secured financing facilities. Delays or failures to sell loans in the secondary market could have an adverse effect on our liquidity position.

We remain in a strong liquidity position, with total liquidity of $9.4 billion as of March 31, 2026, which includes $2.7 billion of Cash and cash equivalents, $2.3 billion of undrawn lines of credit, and $4.4 billion of undrawn available MSR and advance lines of credit. Margin cash held on behalf of counterparties is recorded in Cash and cash equivalents, and the related liability is classified in Accounts payable and other liabilities in the Condensed Consolidated Balance Sheets. Margin cash pledged to counterparties is excluded from Cash and cash equivalents and instead recorded in Other assets, as a receivable, in the Condensed Consolidated Balance Sheets. We are also subject to contingencies which may have a significant impact on the use of our cash. We believe that our available cash, as well as the sources of liquidity described above, provide adequate resources to fund our anticipated ongoing operational and capital needs.

March 31, 2026 compared to March 31, 2025

Cash Flows

Our Cash and cash equivalents and restricted cash were $3.0 billion as of March 31, 2026, an increase of $1.6 billion, compared to $1.4 billion as of March 31, 2025. The increase was primarily driven by acquired cash and cash equivalents and restricted cash from the Acquisitions.

Equity

Equity was $23.2 billion as of March 31, 2026, an increase of $14.6 billion, compared to $8.6 billion as of March 31, 2025. The increase primarily reflects an increase of $1.5 billion and $13.9 billion as a result of the Redfin Acquisition and Mr. Cooper Acquisition, respectively, partially offset by a reduction to Change in controlling interest of investment, net, driven by $1.3 billion of deferred tax impacts during 2025 associated with the Up-C Collapse. Refer to Notes 2, Acquisitions and 8, Income Taxes, of the Condensed Consolidated Financial Statements, for further detail.

Distributions

During the three months ended March 31, 2026 and 2025, the Company had not paid any material tax distributions. Dividend distributions are at the discretion of our board of directors.





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In connection with the Up-C Collapse transaction defined in Note 1, Business, Basis of Presentation and Significant Accounting Policies in this Form 10-Q, our board of directors authorized and declared a cash dividend (the “2025 Special Dividend”) on March 10, 2025 of $0.80 per share to the holders of our Class A common stock. The 2025 Special Dividend was paid on April 3, 2025 to holders of the Class A common stock of record as of the close of business on March 20, 2025.

Contractual Obligations, Commercial Commitments and Other Contingencies

There were no material changes outside the ordinary course of business to our outstanding contractual obligations as of March 31, 2026 from information and amounts previously disclosed as of December 31, 2025 in our Annual Report on Form 10-K under the caption “Contractual Obligations, Commercial Commitments and Other Contingencies.” Refer to Note 10, Commitments and Contingencies, of the notes to the Condensed Consolidated Financial Statements for further discussion of contractual obligations, commercial commitments and other contingencies, including legal contingencies.

New Accounting Pronouncements Not Yet Effective

See Note 1, Business, Basis of Presentation and Significant Accounting Policies of the notes to the Condensed Consolidated Financial Statements for details of recently issued accounting pronouncements and their expected impact on our Condensed Consolidated Financial Statements.

Critical Accounting Policies and Estimates

The preparation of Condensed Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. We have identified certain accounting policies as being critical because they require us to make difficult, subjective or complex judgments about matters that are uncertain. We believe that the judgment, estimates and assumptions used in the preparation of our Condensed Consolidated Financial Statements are appropriate given the factual circumstances at the time. However, actual results could differ and the use of other assumptions or estimates could result in material differences in our results of operations or financial condition. Refer to “Part II - Item 7A. Quantitative and Qualitative Disclosures about Market Risk” of our 2025 Form 10-K for the detailed discussion of our critical accounting policies and estimates.

There have been no changes to our critical accounting policies, as described in our 2025 Form 10-K.




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Item 3. Quantitative and Qualitative Disclosures about Market Risk

There have been no material changes to the Company's exposure to market risks since what was disclosed in the Company's December 31, 2025 Annual Report on Form 10-K.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our CEO and CFO, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), as of the end of the period covered by this Form 10-Q. Based on such evaluation, our CEO and CFO have concluded that as of March 31, 2026, our disclosure controls and procedures are designed at a reasonable assurance level and are effective to provide reasonable assurance that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to our management, including our CEO and CFO, as appropriate, to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting identified in our management’s evaluation pursuant to Rules 13a-15(d) and 15d-15(d) of the Exchange Act during the period covered by this Form 10-Q that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on Effectiveness of Controls and Procedures

In designing and evaluating the disclosure controls and procedures and internal control over financial reporting, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. Because of inherent limitations, internal controls over financial reporting may not prevent or detect misstatements. In addition, the design of disclosure controls and procedures must reflect the fact that there are resource constraints and that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.




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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

In the ordinary course of business, we may be involved in various pending or threatened legal actions. The litigation process is inherently uncertain and it is possible that the resolution of such matters might have a material adverse effect upon our financial condition and/or results of operations. However, in the opinion of our management, matters pending or threatened against us are not expected to have a material adverse effect on our business, financial condition and results of operations. Refer to Note 10, Commitments and Contingencies, to the Condensed Consolidated Financial Statements under the heading Legal included in this Quarterly Report on Form 10-Q for legal proceedings and related matters.

Item 1A. Risk Factors

There have been no material changes or additions to the risk factors previously disclosed under “Risk Factors” included in our Annual Report on Form 10-K filed for the year ended December 31, 2025. The risk factors described in our 2025 Form 10-K are not the only risks we face. Any of the risks described in our 2025 Form 10-K could materially affect our business, financial condition or future results and the actual outcome of matters as to which forward-looking statements are made. Additional risks and uncertainties not currently known to us, or that we currently deem to be immaterial, also may materially adversely affect our business, financial condition and/or future results.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 5. Other Information

None




61

Item 6. Exhibits

Exhibit NumberDescription
3.1
3.2
4.1Certain instruments defining the rights of holders of long-term debt securities of the registrant and its subsidiaries are omitted pursuant to Item 601(b)(4)(iii) of Regulation S-K. The registrant hereby undertakes to furnish to the SEC, upon request, copies of any such instruments.
31.1*
31.2*
32.1*
32.2*
101.INSInline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
*Filed herewith.




62

Signature
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 thereunto duly authorized.
Rocket Companies, Inc.
May 11, 2026By:/s/ Brian Brown
DateName: Brian Brown
President, Chief Financial Officer and Treasurer
(Principal Financial Officer)




63

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