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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) July 31, 2025

Rocket Companies, Inc.
(Exact name of registrant as specified in its charter)
Delaware 001-39432 84-4946470
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) 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)
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol Name of each exchange on which registered
Class A common stock, par value $0.00001 per share RKT New York Stock Exchange

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. ☐




Item 2.02    Results of Operations and Financial Condition.

On July 31, 2025, Rocket Companies, Inc. (the "Company") issued a press release announcing its results for the second quarter ended June 30, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference in its entirety.

Item 7.01     Regulation FD.

On July 31, 2025, the Company made available on its website at https://ir.rocketcompanies.com/home/default.aspx supplemental financial information with respect to the results for the second quarter ended June 30, 2025.

The information furnished pursuant to Item 2.02, including Exhibit 99.1, and Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description
99.1
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)




SIGNATURES

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 hereunto duly authorized.

Date: July 31, 2025


ROCKET COMPANIES, INC.
By: /s/ Noah Edwards
Name: Noah Edwards
Title: Chief Accounting Officer


EX-99.1 2 rkt-earningsrelease63020251.htm EX-99.1 Document
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Rocket Companies Announces Second Quarter 2025 Results

•Generated Q2'25 total revenue, net of $1.36 billion and adjusted revenue of $1.34 billion. Adjusted revenue came in above the high end of our guidance range
•Reported Q2'25 GAAP net income of $34 million and adjusted net income of $75 million
•Delivered Q2'25 adjusted EBITDA of $172 million

DETROIT, July 31, 2025 – Rocket Companies, Inc. (NYSE: RKT) (“Rocket Companies” or the “Company”), the Detroit-based fintech platform company including mortgage, real estate, title and personal finance businesses, today announced results for the second quarter ended June 30, 2025.

“Rocket delivered a standout second quarter, exceeding the high end of guidance with $1.34 billion in adjusted revenue and delivering adjusted diluted EPS of $0.04," said Varun Krishna, CEO and Director of Rocket Companies. "Successfully closing the Redfin transaction marks a proud milestone in our legacy. We’re already seeing early signs of what’s possible with Rocket and Redfin together: our purchase funnel is expanding, conversion rates are rising, and Redfin clients are beginning to close with Rocket.”

Second Quarter 2025 Financial Summary 1

($ in millions, except per share amounts)

Q2-25
Q2-24
YTD 25
YTD 24
(Unaudited) (Unaudited)
Total revenue, net $ 1,360  $ 1,301  $ 2,398  $ 2,684 
Total expenses $ 1,336  $ 1,109  $ 2,596  $ 2,194 
GAAP net income (loss) $ 34  $ 178  $ (178) $ 469 
Adjusted revenue $ 1,340  $ 1,228  $ 2,637  $ 2,391 
Adjusted net income $ 75  $ 121  $ 155  $ 205 
Adjusted EBITDA $ 172  $ 225  $ 341  $ 399 
GAAP diluted (loss) earnings per share (2)
$ (0.01) $ 0.01  $ (0.08) $ 0.13 
Adjusted diluted earnings per share $ 0.04  $ 0.06  $ 0.08  $ 0.10 

($ in millions)
Q2-25
Q2-24
YTD 25
YTD 24
Select Metrics (Unaudited) (Unaudited)
Mortgage closed loan origination volume
$ 29,056  $ 24,662  $ 50,640  $ 44,867 
Gain on sale margin 2.80  % 2.99  % 2.84  % 3.05  %
Net rate lock volume $ 28,429  $ 25,050  $ 54,545  $ 47,412 

1 "GAAP" stands for Generally Accepted Accounting Principles in the U.S. Please see the sections of this document titled "Non-GAAP Financial Measures" and "GAAP to non-GAAP Reconciliations" for more information on the Company's non-GAAP measures and its share count. Certain figures throughout this document may not foot due to rounding.

2 GAAP net income was $34 million, while GAAP net income attributable to Rocket Companies, Inc (after non-controlling interest attribution) was negative. This was due to interest and amortization expense related to the $4.0 billion of senior notes issued by Rocket Companies, Inc. during the quarter which was not attributable to the non-controlling interests, resulting in the $(0.01) of GAAP diluted loss per share.


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Second Quarter 2025 Financial Highlights

During the second quarter of 2025:

•Generated total revenue, net of $1.36 billion and GAAP income of $34 million. Generated total adjusted revenue of $1.34 billion and adjusted net income of $75 million.

•Rocket Mortgage generated $28.4 billion in net rate lock volume, a 13% increase compared to the same period of the prior year.

•Rocket Mortgage generated $29.1 billion in closed loan origination volume, an 18% increase compared to the same period of the prior year.

•Gain on sale margin was 2.80%, a decrease of 19 bps compared to the same period of the prior year.

•Total liquidity was $9.1 billion, as of June 30, 2025, which includes $5.1 billion of cash on the balance sheet, $0.9 billion of corporate cash used to self-fund loan originations, $1.1 billion of undrawn lines of credit, and $2.0 billion of undrawn MSR lines of credit.
•Servicing portfolio unpaid principal balance, which includes acquired and subserviced loans, was $609 billion or 2.8 million loans serviced as of June 30, 2025. The portfolio generates approximately $1.6 billion of recurring servicing fee income on an annualized basis.
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Company Highlights

•Rocket Mortgage clients can now complete their refinance journey fully digitally, seamlessly navigating every step—from pulling credit and selecting a product and rate to submitting the application, receiving automated approval updates, e-signing, and scheduling the closing. Clients are now able to complete a digital refinance from application to rate lock in under 30 minutes—entirely online and at any time of day, even outside of traditional business hours. We’re continually enhancing this experience, with the goal of making refinancing as simple as pressing a "refi button" on any mortgage we service.

•In June, Rocket Mortgage launched a new feature in its AI-powered banker communication platform, which brings calls, texts, and soon, chats into one unified interface. AI-powered tools help bankers connect more efficiently, with new features surfacing client needs and enabling quicker follow-up. These enhancements have boosted daily refinance client follow-ups by 20%, allowing bankers to serve more clients.
•In Q2, Rocket Mortgage launched an agentic AI tool within the Rocket Logic loan origination system to handle reviewing earnest money deposits (EMD), the funds buyers provide to show commitment in a home purchase. Previously, tracking and validating EMDs involved significant manual work; now, agentic AI verifies documentation and traces funds automatically. This technology processes EMDs for 80% of purchase agreements, saving nearly 20,000 hours annually and allowing clients to progress through the home buying process faster.

•In Q2, Rocket Mortgage introduced several upgrades to support mortgage broker partners. Enhancements include an improved self-serve portal that gives brokers better pipeline visibility and expanded self-service options. These changes have resulted in significant time savings and nearly 20% reduction in outbound outreach. In addition, over 1,000 partners have adopted Rocket's enhanced broker compensation split program, which offers greater pricing flexibility and allows brokers to tailor compensation structures to fit the needs of their business.

•In June, Rocket Mortgage launched a bridge loan product, giving homebuyers the financial flexibility to purchase their next primary residence before selling their current one. By removing the hurdle of contingent offers, this product helps clients compete more effectively in today’s market.

•In July, Rocket Mortgage was named #1 in client satisfaction for mortgage servicing by J.D. Power for the 11th time, based on feedback from nearly 16,000 homeowners. Rocket Mortgage led in overall satisfaction, ease of doing business, client care, and digital experience, supported by AI tools that streamline service and improve results. This recognition highlights Rocket's continued leadership in client service and its commitment to creating a seamless homeownership experience.

•In June, Rocket Companies held its largest hackathon to date. Over a 24-hour period, 166 participants across the company worked on 38 projects to create transformative homeownership technology solutions. Projects in the event showcased cutting-edge technology, including AI models from Google, OpenAI, and Anthropic, advanced vector databases and search technologies, cross-platform mobile and web development frameworks, Model Context Protocol (MCP), and secure cloud infrastructure.

•On July 1, Rocket Mortgage introduced Rocket Preferred Pricing, a new program to make homeownership more affordable. Clients who finance their home with Rocket Mortgage and either purchase a home listed by a Redfin agent or work with a Redfin agent are eligible for a one percentage point reduction in their interest rate for the first year of their loan, or a lender credit at closing of up to $6,000.

•On July 1, the Company completed an all-stock acquisition of Redfin Corporation. Under the agreement, each Redfin share was exchanged for 0.7926 shares of Rocket Companies Class A common stock, increasing Rocket's Class A float to 12%. Founded in 2004, Redfin is one of the most recognized real estate brands in the U.S., drawing 50 million monthly active visitors, featuring over 1 million for-sale and rental listings, and is supported by a tech-enabled brokerage of more than 2,200 lead agents.

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•Rocket Companies took steps to streamline operations and narrow strategic focus. In the second quarter, the Company shut down Rocket Mortgage Canada operations. In July, the Company initiated the wind-down of the Rocket Visa Signature card credit card program.

•On June 20, the Company issued $2.0 billion of 6.125% senior notes due 2030 and $2.0 billion of 6.375% senior notes due 2033. Rocket intends to use the proceeds from the debt offering, on the closing date for the Mr. Cooper acquisition, to redeem Nationstar Mortgage Holding Inc.'s ("NMH"), a subsidiary of Mr. Cooper, senior notes due 2026, 2027 and 2028, and pay fees and expenses related to the offering and redemption. At the Company's discretion, it may also redeem, purchase and/or amend NMH's senior notes due 2029, 2030, 2031 and 2032, and pay associated expenses, as well as repay secured debt of Rocket and its subsidiaries (including Redfin, Mr. Cooper and their subsidiaries). All actions related to NMH's senior notes are contingent on the closing of the Mr. Cooper transaction, which remains on track in the fourth quarter.

•On June 30, the Company completed the simplification of its capital and organizational structure through the collapse of its "Up-C" structure, providing that each class of common stock will be entitled to one vote per share, and reducing its classes of common stock from four to two (the "Up-C Collapse"). The collapse simplifies Rocket's organizational structure, improves its ability to use its common stock as currency in acquisition transactions and creates a clearer corporate profile.

•Rocket Mortgage held its seventh annual Rocket Classic event from June 26 to 29, 2025 at the Detroit Golf Club. Since 2019, the Rocket Classic has raised over $10 million for local charitable organizations, including over $6 million for its Changing The Course initiative, which helps Detroit residents access high-speed internet, digital devices and digital literacy training.
•On June 28, the Rocket Community Fund and the Detroit Housing Commission announced a new program to provide free high-speed home internet to 450 families in Detroit Housing Commission communities. Supported by an $850,000 investment from Rocket Community Fund and additional funding from Microsoft's Airband Initiative, the project will deliver free internet access for three years, along with community engagement and digital skills training to support residents long-term.


Third Quarter 2025 Outlook 3

In Q3 2025, we expect adjusted revenue between $1.600 billion to $1.750 billion.

This outlook incorporates a full quarter of consolidated financial results from Redfin Corporation.

3 Please see the section of this document titled “Non-GAAP Financial Measures” for more information.

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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 derives revenue from originating, closing, selling and servicing predominantly agency-conforming loans, which are pooled and sold to the secondary market. The segment also includes title and settlement services and appraisal management, complementing the Company’s end-to-end mortgage origination experience. Servicing activities are fully allocated to the Direct to Consumer segment and are viewed as an extension of the client experience. Servicing enables Rocket Mortgage to establish and maintain long term relationships with our clients, through multiple touchpoints at regular engagement intervals.

DIRECT TO CONSUMER 4
($ in millions)
Q2-25 Q2-24 YTD 25 YTD 24
(Unaudited) (Unaudited)
Sold loan volume $ 14,118  $ 13,032 $ 25,420 $ 22,081
Sold loan gain on sale margin 4.40  % 4.14  % 4.51  % 4.19  %
Total revenue, net $ 1,030  $ 981 $ 1,788 $ 2,075
Adjusted revenue $ 1,010  $ 909 $ 2,027 $ 1,782
Contribution margin $ 367  $ 375 $ 774 $ 718

Partner Network

The Rocket Professional platform supports our Partner Network segment, where we leverage our superior client service and widely recognized brand to grow marketing and influencer relationships and our mortgage broker partnerships through Rocket Pro. Our marketing partnerships consist of well-known consumer-focused companies that find value in our award-winning client experience and want to offer their clients mortgage solutions with our trusted, widely recognized brand. These organizations connect their clients directly to us through marketing channels and a referral process. Our influencer partnerships are typically with companies that employ licensed mortgage professionals that find value in our client experience, technology and efficient mortgage process, where mortgages may not be their primary offering. We also enable clients to start the mortgage process through the Rocket platform in the way that works best for them, including through a local mortgage broker.

PARTNER NETWORK 4
($ in millions)
Q2-25 Q2-24 YTD 25 YTD 24
(Unaudited) (Unaudited)
Sold loan volume $ 13,411 $ 11,296 $ 22,615 $ 19,064
Sold loan gain on sale margin 0.90  % 1.59  % 1.10  % 1.57  %
Total revenue, net $ 148 $ 188 $ 262 $ 358
Adjusted revenue $ 148 $ 188 $ 262 $ 358
Contribution margin $ 83 $ 126 $ 140 $ 241

4 We measure the performance of the Direct to Consumer and Partner Network 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. Directly attributable expenses include salaries, commissions and team member benefits, general and administrative expenses, marketing and advertising expenses and other expenses, such as mortgage servicing related expenses and expenses generated from Rocket Close (title and settlement services). A loan is considered "sold" when it is sold to investors on the secondary market. See "Summary Segment Results" section below and "Segments" footnote in the "Notes to Consolidated Financial Statements" in the Company's forthcoming filing on Form 10-Q for more information.
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Balance Sheet and Liquidity

Total available cash was $6.0 billion as of June 30, 2025, which includes $5.1 billion of cash and cash equivalents, and $0.9 billion of corporate cash used to self-fund loan originations. Additionally, we have access to $1.1 billion of undrawn lines of credit, and $2.0 billion of undrawn MSR lines of credit from financing facilities, for a total liquidity position of $9.1 billion as of June 30, 2025.

BALANCE SHEET HIGHLIGHTS
($ in millions)
June 30, 2025 December 31, 2024
(Unaudited)
Cash and cash equivalents $ 5,091  $ 1,273 
Mortgage servicing rights, at fair value $ 7,567  $ 7,633 
Funding facilities $ 9,482  $ 6,708 
Other financing facilities and debt $ 8,068  $ 4,132 
Total equity $ 7,449  $ 9,043 

Second Quarter Earnings Call

Rocket Companies will host a live conference call at 4:30 p.m. ET on July 31, 2025 to discuss its results for the quarter ended June 30, 2025. A live webcast of the event will be available online by clicking on the "Investor Info" section of our website. The webcast will also be available via rocketcompanies.com.

A replay of the webcast will be available on the Investor Relations site following the conclusion of the event.
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Condensed Consolidated Statements of Income (Loss)
($ In Thousands, Except Per Share Amounts)


Three Months Ended June 30, Six Months Ended June 30,
2025 2024 2025 2024
(Unaudited) (Unaudited)
Revenue
Gain on sale of loans
Gain on sale of loans excluding fair value of originated MSRs, net $ 472,375  $ 413,011  $ 979,574  $ 889,440 
Fair value of originated MSRs 343,525  345,545  607,952  568,342 
Gain on sale of loans, net 815,900  758,556  1,587,526  1,457,782 
Loan servicing income
Servicing fee income 401,276  354,677  801,973  700,423 
Change in fair value of MSRs (198,885) (112,941) (648,070) (56,433)
Loan servicing income, net 202,391  241,736  153,903  643,990 
Interest income
Interest income 123,502  112,415  215,592  201,395 
Interest expense on funding facilities (90,879) (81,293) (154,918) (132,736)
Interest income, net 32,623  31,122  60,674  68,659 
Other income 309,337  269,308  595,412  514,007 
Total revenue, net 1,360,251  1,300,722  2,397,515  2,684,438 
Expenses
Salaries, commissions and team member benefits 623,459  553,420  1,233,067  1,094,516 
General and administrative expenses 287,421  232,952  548,236  469,617 
Marketing and advertising expenses 276,050  210,937  551,673  417,233 
Depreciation and amortization 27,526  28,009  54,436  55,026 
Interest and amortization expense on non-funding debt 57,718  38,364  96,005  76,729 
Other expenses 63,815  44,998  112,939  80,905 
Total expenses 1,335,989  1,108,680  2,596,356  2,194,026 
Income (loss) before income taxes 24,262  192,042  (198,841) 490,412 
Benefit from (provision for) income taxes 9,827  (14,117) 20,484  (21,773)
Net income (loss) 34,089  177,925  (178,357) 468,639 
Net (income) loss attributable to non-controlling interest (35,874) (176,630) 166,189  (451,129)
Net (loss) income attributable to Rocket Companies $ (1,785) $ 1,295  $ (12,168) $ 17,510 
(Loss) earnings per share of Participating Common Stock
Basic $ (0.01) $ 0.01  $ (0.08) $ 0.13 
Diluted $ (0.01) $ 0.01  $ (0.08) $ 0.13 
Weighted average shares outstanding
Basic 171,438,105  139,647,845  159,643,228  138,319,794 
Diluted 171,438,105  139,647,845  159,643,228  138,319,794 
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Condensed Consolidated Balance Sheets
($ In Thousands)

June 30,
2025
December 31,
2024
Assets (Unaudited)
Cash and cash equivalents $ 5,090,631  $ 1,272,853 
Restricted cash 22,691  16,468 
Mortgage loans held for sale, at fair value 11,168,691  9,020,176 
Derivative assets, at fair value 391,770  192,433 
Mortgage servicing rights (“MSRs”), at fair value 7,566,632  7,633,371 
Notes receivable and due from affiliates 15,281  14,245 
Property and equipment, net 193,843  213,848 
Deferred tax asset, net 11,407  521,824 
Lease right of use assets 259,029  281,770 
Loans subject to repurchase right from Ginnie Mae 2,492,015  2,785,146 
Goodwill and intangible assets, net 1,221,168  1,227,517 
Other assets 1,927,064  1,330,412 
Total assets $ 30,360,222  $ 24,510,063 
Liabilities and equity
Liabilities:
Funding facilities $ 9,481,780  $ 6,708,186 
Other financing facilities and debt:
Senior Notes, net 8,000,225  4,038,926 
Early buy out facility 67,532  92,949 
Accounts payable 278,245  181,713 
Lease liabilities 293,671  319,296 
Derivative liabilities, at fair value 163,870  11,209 
Investor reserves 98,082  99,998 
Notes payable and due to affiliates 2,818  31,280 
Tax receivable agreement liability 588,510  581,183 
Loans subject to repurchase right from Ginnie Mae 2,492,015  2,785,146 
Deferred tax liability 714,673  17,445 
Other liabilities 729,873  599,352 
Total liabilities $ 22,911,294  $ 15,466,683 
Equity
Preferred stock
$ —  $ — 
Class A common stock
Class B common stock —  — 
Class C common stock —  — 
Class D common stock —  19 
Class L common stock 19  — 
Additional paid-in capital 7,271,613  389,695 
Retained earnings 178,507  312,834 
Accumulated other comprehensive loss (1,212) (48)
Non-controlling interest —  8,340,879 
Total equity 7,448,928  9,043,380 
Total liabilities and equity $ 30,360,222  $ 24,510,063 
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Summary Segment Results for the Three and Six Months Ended June 30, 2025 and 2024
($ in millions)
(Unaudited)

Three Months Ended June 30, 2025 Direct to
 Consumer
Partner
 Network
Segments
Total
All Other Total
Total U.S. GAAP Revenue, net $ 1,030  $ 148  $ 1,178  $ 182  $ 1,360 
Change in fair value of MSRs due to valuation assumptions (net of hedges) (20) —  (20) —  (20)
Adjusted revenue $ 1,010  $ 148  $ 1,158  $ 182  $ 1,340 
Less: Directly attributable expenses 643  65  708  114  821 
Contribution margin (1)
$ 367  $ 83  $ 451  $ 68  $ 519 
Three Months Ended June 30, 2024 Direct to Consumer Partner Network
Segments
Total
All Other Total
Total U.S. GAAP Revenue, net $ 981  $ 188  $ 1,169  $ 132  $ 1,301 
Change in fair value of MSRs due to valuation assumptions (net of hedges) (73) —  (73) —  (73)
Adjusted revenue $ 909  $ 188  $ 1,097  $ 132  $ 1,228 
Less: Directly attributable expenses 534  62  596  89  684 
Contribution margin (1)
$ 375  $ 126  $ 501  $ 43  $ 544 
Six Months Ended June 30, 2025 Direct to Consumer Partner Network Segments Total All Other Total
Total U.S. GAAP Revenue, net $ 1,788  $ 262  $ 2,050  $ 347  $ 2,398 
Change in fair value of MSRs due to valuation assumptions (net of hedges) 239  —  239  —  239 
Adjusted revenue $ 2,027  $ 262  $ 2,289  $ 347  $ 2,637 
Less: Directly attributable expenses 1,253  122  1,375  239  1,614 
Contribution margin (1)
$ 774  $ 140  $ 914  $ 108  $ 1,023 
Six Months Ended June 30, 2024 Direct to Consumer Partner Network Segments Total All Other Total
Total U.S. GAAP Revenue, net $ 2,075  $ 358  $ 2,433  $ 251  $ 2,684 
Change in fair value of MSRs due to valuation assumptions (net of hedges) (293) —  (293) —  (293)
Adjusted revenue $ 1,782  $ 358  $ 2,140  $ 251  $ 2,391 
Less: Directly attributable expenses 1,064  117  1,181  178  1,359 
Contribution margin (1)
$ 718  $ 241  $ 959  $ 73  $ 1,032 

(1)     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 below. Directly attributable expenses include salaries, commissions and team member benefits, general and administrative expenses, marketing and advertising expenses and other expenses, such as mortgage servicing related expenses and expenses generated from Rocket Close (title and settlement services).

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GAAP to Non-GAAP Reconciliations

Adjusted Revenue Reconciliation
($ in millions)

Three Months Ended June 30, Six Months Ended June 30,
2025 2024 2025 2024
(Unaudited) (Unaudited)
Total revenue, net $ 1,360  $ 1,301  $ 2,398  $ 2,684 
Change in fair value of MSRs due to valuation assumptions (net of hedges) (1)
(20) (73) 239  (293)
Adjusted revenue $ 1,340  $ 1,228  $ 2,637  $ 2,391 

(1)    Reflects changes in market interest rates and assumptions, including discount rates 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.

Adjusted Net Income Reconciliation
($ in millions)

Three Months Ended June 30,
Six Months Ended June 30,
2025 2024 2025 2024
(Unaudited) (Unaudited)
Net (loss) income attributable to Rocket Companies $ (2) $ $ (12) $ 18 
Net income (loss) impact from pro forma conversion of Class D common shares to Class A common shares (1)
36  177  (166) 452 
Adjustment to the (provision for) benefit from income tax (2)
(15) (33) 29  (98)
Tax-effected net income (loss) (2)
19  145  (150) 371 
Share-based compensation expense
52  39  92  70 
Change in fair value of MSRs due to valuation assumptions (net of hedges) (3)
(20) (73) 239  (293)
Acquisition-related expenses (4)
35  —  63  — 
Change in Tax receivable agreement liability (5)
—  — 
Tax impact of adjustments (6)
(20) (99) 54 
Other tax adjustments (7)
Adjusted net income
$ 75  $ 121  $ 155  $ 205 

(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 June 30, 2025 and 2024. Class D common shares were exchanged and retired on June 30, 2025, the date the Up-C Collapse was effectuated.

(2)     Rocket Companies is subject to U.S. Federal income taxes, in addition to state, local and Canadian taxes with respect to its allocable share of any net taxable income or loss of Holdings. The adjustment to the (provision for) benefit from income tax reflects the difference between (a) the income tax computed using the effective tax rates below applied to the income (loss) before income taxes assuming Rocket Companies, Inc. owns 100% of the non-voting common interest units of Holdings and (b) the (benefit from) provision for income taxes. The effective income tax rate was 21.39% and 24.40% for the three months ended June 30, 2025 and 2024, respectively. The effective income tax rate was 24.68% and 24.40% for the six months ended June 30, 2025 and 2024, respectively.

(3)    Reflects changes in market interest rates and assumptions, including discount rates 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.
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(4)    Includes non-recurring expenses related to the pending acquisitions and the Up-C Collapse.

(5)    Reflects changes in estimates of tax rates and other variables of the Tax receivable agreement liability.

(6)    Tax impact of adjustments gives effect to the income tax related to share-based compensation expense, change in fair value of MSRs due to valuation assumptions (net of hedges), acquisition-related expenses and the change in Tax receivable agreement liability, at the effective tax rates for each period.

(7)    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 Tax Receivable Agreement.


Adjusted Diluted Weighted Average Shares Outstanding Reconciliation
($ in millions, except per share amounts)

Three Months Ended June 30, Six Months Ended June 30,
2025 2024 2025 2024
(Unaudited) (Unaudited)
Diluted weighted average Participating Common Stock outstanding
171,438,105 139,647,845 159,643,228  138,319,794 
Assumed pro forma conversion of Class D shares (1)
1,828,562,126 1,848,879,483 1,838,664,679  1,848,879,483 
Adjusted diluted weighted average shares outstanding 2,000,000,231 1,988,527,328 1,998,307,907  1,987,199,277 
Adjusted net income
$ 75 $ 121  $ 155  $ 205 
Adjusted diluted earnings per share
$ 0.04 $ 0.06  $ 0.08  $ 0.10 

(1)    Reflects the pro forma exchange and conversion of anti-dilutive Class D common shares to Class A common shares. For the three and six months ended June 30, 2025 and 2024, Class D common shares were anti-dilutive and are excluded in the Diluted weighted average Class A common shares outstanding in the table above. Class D common shares were exchanged and retired on June 30, 2025, the date the Up-C Collapse was effectuated.

Adjusted EBITDA Reconciliation
($ in millions)

Three Months Ended June 30, Six Months Ended June 30,
2025 2024 2025 2024
(Unaudited) (Unaudited)
Net income (loss) $ 34  $ 178  $ (178) $ 469 
Interest and amortization expense on non-funding debt (1)
45  38  84  77 
(Benefit from) provision for income taxes (10) 14  (20) 22 
Depreciation and amortization 28  28  54  55 
Share-based compensation expense
52  39  92  70 
Change in fair value of MSRs due to valuation assumptions (net of hedges) (2)
(20) (73) 239  (293)
Acquisition-related expenses (1)(3)
35  —  63  — 
Change in Tax receivable agreement liability (4)
—  — 
Adjusted EBITDA $ 172  $ 225  $ 341  $ 399 


(1)    Debt financing fees related to the Bridge Facility are a non-recurring acquisition related expense impacting the 2025 periods, and therefore excluded from Interest and amortization expense on non-funding debt, and included as Acquisition-related expenses.
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(2)    Reflects changes in market interest rates and assumptions, including discount rates 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.

(3)    Includes non-recurring expenses related to the pending acquisitions and the Up-C Collapse.

(4)    Reflects changes in estimates of tax rates and other variables of the Tax receivable agreement liability.

Non-GAAP Financial Measures

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 (collectively “our non-GAAP financial measures”) as non-GAAP measures which management believes provide useful information to investors. We believe that 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 our non-GAAP financial measures differently, and as a result, our measures of 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 revenues net of the change in fair value of mortgage servicing rights (“MSRs”) 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 due to valuation assumptions (net of hedges), acquisition-related expenses, the change in Tax receivable agreement liability and the tax effects of those adjustments as applicable. We define “Adjusted diluted earnings (loss) per share” as Adjusted net income divided by the adjusted diluted weighted average shares outstanding which includes diluted weighted average Participating Common Stock and the assumed pro forma exchange and conversion of Class D common stock outstanding for the applicable period presented. We define “Adjusted EBITDA” as net income (loss) before interest and amortization expense on non-funding debt, (benefit from) provision for income taxes, depreciation and amortization, share-based compensation expense, change in fair value of MSRs due to valuation assumptions (net of hedges), acquisition-related expenses and the change in Tax receivable agreement liability.

We exclude from each of our non-GAAP financial measures the change in fair value of MSRs 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 discount rates 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. Adjusted EBITDA includes Interest expense on funding facilities, which are recorded as a component of Interest income, net, as these expenses are a direct cost driven by loan origination volume. By contrast, interest and amortization expense on non-funding debt is a function of our capital structure and is therefore excluded from Adjusted EBITDA.

Our definitions of each of our non-GAAP financial measures allow us to add back certain cash and non-cash charges, and deduct certain gains that are included in calculating Total revenue, net, Net (loss) income 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.

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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.

For financial outlook information, the Company is not providing a quantitative reconciliation of adjusted revenue to the most directly comparable GAAP measure because the GAAP measure cannot be reliably estimated and the reconciliation cannot be performed without unreasonable effort due to their dependence on future uncertainties and adjusting items that the Company cannot reasonably predict at this time but which may be material.

As of June 30, 2025, the effective date of the Up-C Collapse, the Company applies the two-class method for calculating and presenting earnings per share by separately presenting earnings per share for Class A common stock and Class L common stock ("Participating Common Stock").

Forward Looking Statements

Some of the statements contained in this document are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Any statements in this document that are not historical or current facts, including statements regarding the the Mr. Cooper acquisition, are forward-looking statements. These forward-looking statements reflect our views with respect to future events as of the date of this document. All such forward-looking statements are subject to risks and uncertainties, including, but not limited to, the risk factors that are described under the section titled “Risk Factors” in our Annual Report on Form 10-K and other filings with the Securities and Exchange Commission, any of which could cause future events or results to be materially different from those stated or implied in this document. We expressly disclaim any obligation to publicly update or review any forward-looking statements, whether as a result of new information, future developments or otherwise, except as required by applicable law.

About Rocket Companies

Founded in 1985, Rocket Companies (NYSE: RKT) is a Detroit-based fintech platform including mortgage, real estate and personal finance businesses: Rocket Mortgage, Redfin, Rocket Homes, Rocket Close, Rocket Money and Rocket Loans.

With insights from more than 65 million calls with clients each year, 14 petabytes of data and a mission to Help Everyone Home, Rocket Companies is well positioned to be the destination for AI-fueled home ownership. Known for providing exceptional client experiences, J.D. Power has ranked Rocket Mortgage #1 in client satisfaction for primary mortgage origination and mortgage servicing a total of 23 times – the most of any mortgage lender.

For more information, please visit our Corporate Website or Investor Relations Website.

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Investor Relations Contact:
Sharon Ng
ir@rocket.com
(313) 769-2058

Media Contact:
Aaron Emerson
aaronemerson@rocket.com
(313) 373-3035
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