UWM Holdings Announces Terms Of 200M Share Rights Offering At Subscription Price Equal To Greater Of $2.00 Or 85% VWAP, Backstopped For At Least $400M

UWM Holdings Corporation (NYSE:UWMC) ("UWMC" or the "Company"), the publicly traded indirect parent of United Wholesale Mortgage ("UWM"), today announced the terms of its previously announced rights offering of 200 million shares of Class A Common Stock to holders of its Class A Common Stock.

Pursuant to the rights offering, each stockholder of the Company will receive one transferable subscription right ("right") for each share of Class A common stock held as of 5:00 p.m., Eastern Time, on October 2, 2026 (the "record date"). The rights offering will be made only by means of a prospectus, and this announcement does not constitute an offer to sell, or a solicitation of an offer to buy, any of the Company’s securities.

SUMMARY OF THE TERMS OF THE RIGHTS OFFERING

• Each Right will entitle the holder to purchase its pro rata portion of the 200 million shares of Class A Common Stock (the "basic subscription right") offered at a subscription price per share equal to the greater of: (i) $2.00 and (ii) 85% of the volume-weighted average price per share of the Class A Common Stock during the ten consecutive trading days commencing on October 27, 2026 and ending on November 9, 2026 (the "subscription price").
• Rights holders who fully exercise their basic subscription rights will be entitled to subscribe for additional shares of the Company’s Class A Common Stock that remain unsubscribed as a result of any unexercised basic subscription rights (the "over-subscription right"). The over-subscription right allows a rights holder to subscribe for additional shares of the Company’s Class A Common Stock at the subscription price on a pro rata basis.
• No fractional shares of Class A Common Stock will be issued in the rights offering. Any fractional shares of Class A Common Stock created by the exercise of the rights will be rounded down to the nearest whole share.
• The distribution of the rights is expected to commence on October 5, 2026 to stockholders of record as of the record date.
• Trading in the rights on the New York Stock Exchange (the "NYSE") is expected to begin on a "when-issued" basis on October 1, 2026 under the symbol "UWMC RTWI". Trading in the rights on the NYSE is expected to begin on a "regular way" basis on October 6, 2026 under the symbol "UWMC RT" and continue until the close of trading on the NYSE on November 11, 2026 (or if the rights offering is extended, on the business day immediately prior to the extended expiration date). The rights are a new issue of securities, however, and do not have an established trading market. The Company cannot assure that a market for the rights will develop or, if a market does develop, as to how long it will continue, or at what prices the rights will trade.
• The rights offering expires at 5:00 p.m., Eastern Time, on November 12, 2026 (the "expiration date"), unless extended.

The subscription agent for the rights offering will send a rights certificate to each registered holder of the Company’s Class A Common Stock as of the close of business on the record date, based on the Company’s stockholder registry maintained at the transfer agent for its Class A Common Stock. Holders of shares of Class A Common Stock in "street name" through a brokerage account, bank, or other nominee will not receive a physical rights certificate, and instead, such holders must instruct their broker, bank, or nominee whether or not to exercise subscription rights on their behalf.

On August 5, 2026, the Company entered into a backstop agreement (the "Backstop Agreement") with SFS Group Capital, LLC ("SFS Group"), Mat Ishbia (together with SFS Group, the "Ishbia Support Parties"), and certain funds or investment vehicles advised, managed by, or otherwise affiliated with Oaktree Capital Management, L.P. (the "Oaktree Purchasers"). Pursuant to the Backstop Agreement, to the extent that the rights offering is not subscribed at a level that raises $400 million, the Oaktree Purchasers have the option, and the Ishbia Support Parties have the obligation to purchase securities for the unfunded amount, such that the gross proceeds to us from the rights offering and pursuant to the backstop agreement would be at least $400 million. Both the Oaktree Purchasers and the Ishbia Support Parties may purchase securities from us pursuant to the Backstop Agreement through either (i) shares of Class A common stock, at the subscription price, or (ii) junior perpetual non-convertible preferred stock, and an equal amount of warrants to purchase Class A common stock for an aggregate number of warrants equal to 20% of the initial liquidation preference of such preferred stock.

The rights offering will be made pursuant to the Company’s effective shelf registration statement on Form S-3 (Reg. No. 333-297986) on file with the Securities and Exchange Commission (the "SEC") and a prospectus supplement to be filed with the SEC prior to the commencement of the rights offering.