PennyMac Financial Services (PFSI) Form 4 PennyMac Financial Services / Steven Richard Bailey ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Bailey Steven Richard

(Last) (First) (Middle)

C/O PENNYMAC FINANCIAL SERVICES, INC.

3043 TOWNSGATE ROAD

(Street)

WESTLAKE VILLAGE CA 91361

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PennyMac Financial Services, Inc. [ PFSI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Servicing Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/07/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/07/2023		M		4,317	A	$22.92	41,457(1)	D
Common Stock	02/07/2023		S		4,317	D	$66.2684(2)	37,140(3)	D
Common Stock	02/07/2023		S		25,226	D	$66.2684(2)	11,914(4)	D
Common Stock	02/08/2023		M		3,520	A	$22.92	15,434(5)	D
Common Stock	02/08/2023		S		3,520	D	$66.3349(6)(7)	11,914(8)	D
Common Stock	02/08/2023		M		15,403	A	$35.03	27,317(9)	D
Common Stock	02/08/2023		S		15,403	D	$66.3349	11,914(10)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Nonstatutory Stock Option (Right to Buy)	$22.92	02/07/2023		M			4,317	03/15/2020	03/14/2029	Common Stock	4,317	$0	3,520	D
Nonstatutory Stock Option (Right to Buy)	$22.92	02/08/2023		M			3,520	03/15/2020	03/14/2029	Common Stock	3,520	$0	0	D
Nonstatutory Stock Option (Right to Buy)	$35.03	02/08/2023		M			15,403	02/26/2021	02/25/2030	Common Stock	15,403	$0	7,702	D

Explanation of Responses:

1. The reported amount consists of 11,914 restricted stock units and 29,543 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

2. The price reported is the weighted average price of multiple transactions ranging from $65.80 to $66.62. The reporting person hereby undertakes to provide upon request to the SEC, the Issuer or a security holder of the Issuer the number of Class A Common Stock and the prices at which the transactions were effected.

3. The reported amount consists of 11,914 restricted stock units and 25,226 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

4. The reported amount consists of 11,914 restricted stock units. These restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

5. The reported amount consists of 11,914 restricted stock units and 3,520 of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

6. The price reported is the weighted average price of multiple transactions ranging from $65.52 to $66.51. The reporting person hereby undertakes to provide upon request to the SEC, the Issuer or a security holder of the Issuer the number of Class A Common Stock and the prices at which the transactions were effected.

7. The price reported is the weighted average price of multiple transactions ranging from $66.52 to $66.87. The reporting person hereby undertakes to provide upon request to the SEC, the Issuer or a security holder of the Issuer the number of Class A Common Stock and the prices at which the transactions were effected.

8. The reported amount consists of 11,914 restricted stock units. These restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

9. The reported amount consists of 11,914 restricted stock units and 15,403 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

10. The reported amount consists of 11,914 restricted stock units. These restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

	/s/ Derek W. Stark, attorney-in-fact for Mr. Bailey	02/08/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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