UWM Holdings Corporation

Item 1A. Risk Factors

Since December 31, 2024, there have been no material changes to the Companys Risk Factors, eExcept as noted below:

We currently rely on third party sub-servicers who service all the mortgage loans set for which we hold MSRs. In the future our servicing will be managed by a third party sub-servicer and by an internal team. If either they or us are unable to adequately perform the required servicing functions our financial results could be adversely affected.

As previously disclosed in our th in Companys Form 10-K under the risk factfor We rely on third party sub-servicers who service all the mortgage loans for which we hold MSRs, and our financial performance may be adversely affected by their inability to adequately perform their servicing functions, we have traditionally contracted with third party sub-servicers for the servicing

of the portion of the mortgage loans in our portfolio for which we retain MSRs. On March the year ended December 31, 2025, one of sub-servicers, Mr. Cooper, announce4 and that it had entered into an agreement to be acquired by Rocket e Companies, one of our competitors. In response, we have announced that we intend to terminate our use of Mr. Cooper as one of our sub-servicers and to develop our internal servicing operations in the near future. In connection with such termination and the development of our internal servicing capabilities we expect to incur expenses and capital costs, which could be material. We expect to continue to use our other sub-servicer for the foreseeable future.

Although we use third-party servicers, we, as master servicer, retain primary responsibility to ensure these loans are serviced in accordance with the contractual and regulatory requirements. Therefore, the failure of us or our sub-servicers to adequately perform our respective servicing obligations may subject us to liability for their improper acts or omissions and adversely affect our financial performance. Specifically, we may be adversely affected:

if we or our sub-servicers breach our respective servicing obligations to borrower, investor or securitization trustee or the contractual obligations between the parties or are unable to perform our or their servicing obligations properly, which may subject us to damages from the borrowers, investors or sub-servicers or termination of the servicing rights, and cause us to lose loan servicing income and/or require us to indemnify an investor, securitization trustee or sub-servicer against losses as a result of any such breach or failure;

by regulatory actions taken against us or any of our sub-servicers, which may adversely affect our respective licensing and, as a result, our respective ability to perform servicing obligations under GSE and U.S. government agency loans which require such licensing;

by a default by us or any of our sub-servicers our respective obligations under debt agreements or other contractual agreements, which may impact our or their access to capital to be able to perform our or their obligations;

if either we or any of our sub-servicers were to face adverse actions from the GSEs or Ginnie Mae due to economic or other circumstances that are difficult to anticipate and are terminated as servicer under our respective agreements with the GSEs or Ginnie Mae;

if as a result of poor performance by us or our sub-servicers, we experience greater than expected delinquencies and foreclosures on the mortgage loans being serviced, which could lead to liability from third party claims or adversely affect our ability to access the capital and secondary markets for our loan funding requirements;

if either us or any of our sub-servicers were the target of a cyberattack or other security breach, resulting in the unauthorized release, misuse, loss or destruction of information related to our current or former borrowers, or material disruption of our or our clients network access or business operations;

if any of our sub-servicers become subject to bankruptcy proceedings; or

if the sub-servicing agreements are terminated.

We currently rely on two nationally-recognized sub-servicers to service all of our mortgage loans for which we have retained MSRs. Once we bring a portion of our servicing in-house, this concentration risk will be affected as we will have only one external sub-service to rely upon. This sub-servicer counterparty concentration subjects us to a potentially greater impact if any of the risks described above were to occur, and any delay in transferring servicing to a new sub-servicer or modifying our internal operations to accommodate the increased volume could further adversely affect servicing performance and cause financial losses. Any of these risks could adversely affect our results of operations, including our loan servicing income and the cash flow generated by our MSR portfolio. Any of these risks may be further exacerbated to the extent we materially increase our MSR portfolio in the future.

We depend on our ability to sell loans and MSRs in the secondary market to fund our operations.

As previously disclosed in our ys Form 10-K under the risk factQ for We depend on our ability to sell loans and MSRs in tthe secondary market to fund our operations, we sell loans, MSRs and excess servicing on GSE loans into the market to fund our operational and financing cash needs. Substantially all of our loan originations are sold into the secondary market. We securitize loans into MBS through Fannie Mae, Freddie Mac, Ginnie Mae, or through our own private label securitizations and sell individually or in bulk to private investors, through mortgage conduits. Sales through the GSEs and Ginnie Mae are limited to conforming loans and non-GSE products, such as jumbo mortgage loans and home equity lines of credits (HELOCs), or for

which the GSEs may have imposed limitationsquarterly period ended March 31, 2025, are sold directly to eitther private investors or into the market through private label securitizations. The gain recognized from origination and subsequent sales in the secondary market represents a significant portion of our revenues and net earnings. A decrease in the prices paid to us upon sale could be detrimental to our business, as we are dependent on the cash generated from such sales to fund our future loan closings and repay borrowings under our warehouse facilities. Furthermore, non-GSE and Ginnie Mae sales typically take longer to execute which can increase the amount of time that a mortgage loan is held, which exposes us to additional market risk and increased liquidity requirements. If it is not possible or economical for us to complete the sale or securitization of certain of our mortgage loans, we may lack liquidity to continue to fund such loans and our revenues and margins on new loan originations could be materially and negatively impacted.

In addition to the sale of our mortgage loans, we sell MSRs and excess servicing on GSE loans into the market to fund our operational and financing cash needs. The cash generated from the sale of MSRs and GSE excess servicing in the secondary market represents a material source of liquidity. In connection with such sales, we have undertaken contractual obligations, and there could be contractual disputes in connection with such sales, which if decided adversely to us could result in us being responsible for fees or other damages. In recent years, we have sold material volume of MSRs to Mr. Cooper at commercially advantageous rates. As a result of Mr. Coopers acquisition by Rocket Companies, another mortgage originator and one of our competitors, we will no longer be selling MSRs to Mr. Cooper and we currently anticipate that other mortgage originators may also refrain from selling their MSRs to a competitor. If the MSR purchase market were to be materially disrupted as a result of the Mr. Cooper acquisition, it could adversely impact the cost and liquidity of the MSR market, which could have an adverse impact on our liquidity or results of operations.

In recent years we have retained significant amounts of excess servicing on both GSE and Ginnie Mae loans, which is the portion of the mortgage service fee left over after the minimum base mortgage servicing fees paid to mortgage servicers for the maintenance of MBS are deducted. To the extent that excess servicing is retained and cannot be separated from base servicing and sold (as is the case for excess servicing on Ginnie Mae loans), the value of our MSR asset may be even more sensitive to changes in interest rates. We occasionally enter into transactions for MSRs on GSE loans whereby the rights to the excess servicing fees are separated, securitized by the GSEs and sold. As part of these transactions, we retain the obligation to service the loan and therefore continue to receive the base servicing fee. When excess servicing is priced as part of these sale transactions, it is valued based on an estimate of how long the cash flows will last (i.e., how long the related mortgages will be outstanding). The value of excess servicing can change dramatically when interest rates change, because changes in current interest rates relative to the interest rate on the mortgage determine how long the cash flows from excess servicing associated with that mortgage might last. Consequently, while we have been able to sell the excess servicing on GSE loans to generate liquidity, there is no assurance that changes in valuation of MSRs or excess serving may not reduce the value of the assets or the price at which we can sell such assets.

e have been no material changes to the Companys Risk Factors.