Delaware
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001-14667
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91-1653725
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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☐
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, $0.01 par value per share
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COOP
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The Nasdaq Stock Market
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or
Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
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Item 9.01 |
Financial Statements and Exhibits. |
Mr. Cooper Group Inc.
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Date: March 6, 2023
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By:
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/s/ Christopher G. Marshall
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Christopher G. Marshall
Vice Chairman & President
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Exhibit 10.1 |
a) |
Employee has the right to consult with an attorney before signing this Agreement;
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b) |
Employee does not waive rights or claims under the federal Age Discrimination in Employment Act that may arise after the date this waiver is executed;
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c) |
Employee has been given twenty-one (21) days within which to consider this agreement. Employee knowingly and voluntarily waives the remainder of the 21 day consideration period, if any, following the date Employee signed this
Agreement below. Employee agrees that Employee has not been asked by NSM to shorten Employee’s time-period for consideration of whether to sign this Agreement. Employee agrees that NSM has not threatened to withdraw or alter the
benefits due Employee prior to the expiration of the 21 day period nor has NSM provided different terms to Employee because Employee has decided to sign this Agreement prior to the expiration of the 21 day consideration period.
Employee understands that having waived some portion of the 21 day consideration period, NSM may expedite the processing of benefits provided to Employee in exchange for signing this Agreement;
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d) |
Employee may, for a period of seven (7) days following the execution of this Agreement, revoke this Agreement and that said Agreement will not be considered effective until the revocation period has passed; and
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e) |
This Agreement is written in a manner in which Employee fully understands and Employee enters into this Agreement knowingly and voluntarily.
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a) |
Entire Agreement. This Agreement contains the entire understanding and
agreement between the parties with respect to the matters set forth herein; supersedes any other agreements between the parties hereto concerning the subject matter hereof, oral or written, and may not be amended, supplemented, changed, or
modified in any manner, orally, or otherwise, except by an instrument in writing, executed by all parties hereto.
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b) |
Successors Bound. This Agreement is binding on the parties hereto, and their
respective heirs, representatives, successors and assigns.
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c) |
Governing Law. NSM and Employee agree that any questions arising under this
Agreement, whether of validity, interpretation, performance or otherwise, will be governed by and construed in accordance with the laws of the state of Texas applicable to agreements made and to be performed in Texas without regard to choice of
law rules. The sole and exclusive venue and jurisdiction for any dispute under this Agreement shall be in Dallas County, Texas and the matter shall be filed and arbitrated solely and exclusively in Dallas County, Texas.
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d) |
Counterparts. This Agreement may be executed in counterparts, each of which
shall be deemed an original, but all of which together will constitute one and the same instrument.
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e) |
Severability. Both parties agree and understand that if any provision of this
Agreement is declared to be unenforceable by a court of competent jurisdiction, the remaining terms and conditions shall not be affected and shall remain in full force and effect.
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f) |
No Waiver. NSM may elect not to pursue any remedy available to it under this
Agreement or by law, provided, that such election shall not operate as a waiver of any such remedy or of any other remedy, nor shall it constitute a waiver of any of Employee’s other obligations under this Agreement.
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Date: |
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Jaime Gow
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Date: |
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Angela Greenfeather
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EVP, Nationstar Mortgage LLC
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DALLAS--(BUSINESS WIRE)--March 6, 2023--Mr. Cooper Group Inc. (NASDAQ: COOP) announced two executive leadership appointments today – the appointment of Kurt Johnson to Chief Financial Officer and Christine Paxton as Executive Vice President and Chief Risk and Compliance Officer.
Johnson joined the company in 2015 and most recently served as Chief Risk and Compliance Officer, responsible for credit and market risk management and leading the risk and compliance organization. With 25 years in the mortgage industry, Johnson has experience in originations, servicing, treasury, portfolio management and financial planning. In his time with Mr. Cooper, Johnson also led the multi-year Project Titan servicing transformation initiative and oversaw critical technology and process enhancements for our platform. In 2019, Johnson became the company’s Chief Credit Officer responsible for setting all Credit Risk related policy and governance before being promoted to his role as Chief Risk and Compliance Officer in early 2021.
“With his decades of experience in mortgage-banking, strong relationships with government and industry stakeholders and a detailed understanding of our platform, Kurt is already a major force at the company and in the industry. In his new role, he will be instrumental in setting the company on the path to delivering strong and rising investor returns,” said Jay Bray, Chairman and CEO of Mr. Cooper Group.
Bray continued, "We are delighted to welcome Christine back to the Mr. Cooper Group team. She is a well-respected leader, and I am confident that her experience and operational skills will be a great fit as we work to ensure Mr. Cooper continues to serve as a source of strength in the housing market.”
Paxton returns to Mr. Cooper from Wells Fargo, where she most recently served as Senior Vice President of Control Management, responsible for managing risk for the home lending and servicing business. Before that, she served as Senior Vice President of Enterprise Risk at Mr. Cooper Group where she established the corporate enterprise risk management framework. Christine also served in leadership roles at Capital One and Citi.
As Johnson assumes his new role, Jaime Gow will transition from Chief Financial Officer to a strategic advisor role through October.
“I want to thank Jaime for his leadership, dedication to the team and major contributions including building out our finance, accounting and tax planning teams to world-class standards,” said Bray. “We are a better company because of his efforts, and I appreciate that he will continue to support the team during this transition.”
About Mr. Cooper Group
Mr. Cooper Group Inc. (NASDAQ: COOP) provides customer-centric servicing, origination and transaction-based services related principally to single-family residences throughout the United States with operations under its primary brands: Mr. Cooper® and Xome®. Mr. Cooper is one of the largest home loan servicers in the country focused on delivering a variety of servicing and lending products, services and technologies.
Media Inquiries:
Christen Reyenga, VP Corporate Communications
MediaRelations@mrcooper.com
Shareholder Inquiries:
Kenneth Posner, SVP Strategic Planning and Investor Relations
Shareholders@mrcooper.com