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__________________
_
(1)
Annex A includes a discussion and reconciliation of non-GAAP measures to the most directly comparable GAAP measures.
(2)
Inside Mortgage Finance ranking, based on data as of December 31, 2024.
Dear Shareholders,
2024 was an outstanding year for Mr. Cooper, marked by strong financial performance, strategic
execution, and market leadership. We delivered a return on common equity of 14.7% and an
operating return on tangible common equity (ROTCE)(1) of 15.6%, up from 12.5% the prior year.
Book value per share rose to $75.70, and tangible book value(1) increased to $71.61, representing
12% year-over-year growth. These results helped drive a 47% increase in our stock price,
significantly outperforming our peer group’s 5% gain. Reflecting on the year, the core drivers of our
success are simple but powerful: a strategy built on operational leadership and exceptional customer
experience, consistent investment in innovative technology, and a people-first culture. These
principles will continue to guide our approach as the mortgage industry
r evolves.
One of the most notable achievements of the year was the 57% growth of our servicing portfol
f io,
which now totals $1.56 trillion and serves 6.7 million customers. This growth reflects the successful
f
execution of a strategy we laid out in late 2022, when we identifie
f d dislocations in the bulk MSR
market caused by margin pressure on originators, strategic divestitur
t
es, and the ongoing exit of
banks. Our foresight and disciplined execution allowed us to act on these opportun
t
ities and further
strengthen our scale advantage. Today, our platform is more than 50% larger than that of our nearest
competitor.
A majo
a r catalyst for the growth in 2024 was our acquisition of Flagstar’s mortgage operations, which
included MSRs, advances, subs
u
ervicing contracts, and a third-party originations platform. This
transaction demonstrated our ability to deliver full-service solutions to large financial institut
t ions and
help them achieve their strategic objectives. It also solidifie
f d our position as the #1 largest
subs
u
ervicer(2) in the industry.
r
Thanks to our industry-
r
leading onboarding capabilities, our Pyro AI-
powered tool for document extraction/classification, and our extensive experience, we executed a
seamless integration of Flagstar’s customers, clients, and team members. This was the largest
acquisition in our history
r and one of the largest customer transfer
f s ever in the mortgage industry.
r
I’m
incredibly proud of our team’s execution and excited to have welcomed 1.2 million new customers to
the Mr. Cooper family.
The Flagstar acquisition was financed with a high-yield bond issuance at the tightest spreads in our
company’s history,
r
a strong vote of confid
f ence in our strategy and balance sheet management from

the high yield investor community. That confid
f ence was further validated by a Moody’s credit rating
upgrade, subs
u
equently followed by a revision to a positive outlook.
As the industry
r leader, we know operational excellence is foundational. Successful
f
servicing
demands an intense focus on the customer, rigorous compliance, deep loss mitigation expertise,
operational discipline, and scale. In 2024, we were honored to receive Freddie Mac’s SHARP Gold
Award, its highest recognition for servicers, highlighting our supe
u
rior performance, risk management,
and quality. We also helped several subs
u
ervicing clients achieve Gold-level status
t
through our strong
performance on their portfol
f ios. In addition, we earne
r
d Fannie Mae’s 2024 STAR
T
Award and were
the only servicer to be recognized in all three categories -- General Servicing, Solution Delivery,
r
and
Timeline Management -- further proof of our industry-
r
leading capabilities.
Technology and effi
f ciency remain key drivers of our success. In late 2024, we launched AgentiQ, our
proprietary
r AI platform designed to enhance customer engagement and service quality. Afte
f r a
successful
f
pilot in Q4, AgentiQ is now fully deployed in our servicing call center, analyzing over
400,000 calls per month and receiving enthusiastic feedba
d
ck from both new and experienced agents.
We’re excited to bring this powerful tool to our originations teams later this year.
We also advanced Project Flash, our initiative to digitize and automate the originations process. This
effo
f
rt has meaningful
f ly reduced operational costs and improved cycle times. At the same time, we
enhanced our correspondent channel in anticipation of a normalizing bulk market, launching a new
client portal, improving pricing models, and enhancing our capital markets execution. These
investments paid offf -- by the end of 2024, we rose to a top-five market share position in
correspondent, up from #14 in 2023.
We’ve also prioritized growing our fee-based revenues. Through subs
u
ervicing, master servicing,
special servicing and other fee-driven businesses, we’ve steadily gained new clients and increased
wallet share among existing partners. These business lines require minimal capital or liquidity and
have grown at a double-digit pace over the past three years, making them highly accretive to
ROTCE.
Of course, none of this would be possible without our people. In 2024, we earne
r
d Great Place to
Work® certific
f ation for the sixth consecutive year. We were ranked #14 on the Best Workpl
k aces in
Texas and named among the Best Workpl
k aces in Financial Services and Insurance by Fortune
t
and

Great Place to Work. These honors reflect the high-trust, inclusive, and collabor
a
ative culture we’ve
built. Our employee turnover remained at record-low levels, reinforcing our position as an employer
of choice.
In closing, I would like to thank my fellow Coopers for their unwavering commitment to customers
and colleagues. I would also like to express my appreciation to the Board of Directors for their
guidance and to my fellow shareholders for your continued trus
r
t and suppor
u
t. We look forward to
building on this year’s momentum
t
as we continue leading the way in the evolving mortgage
landscape.
Sincerely,
Jay Bray
Chairman and CEO

MR. COOPER GROUP INC.
ANNUAL REPORT ON FORM 10-K
TABLE OF CONTENTS
Page
PAR
P
T
R
I
Item 1.
Business
1
Item 1A.
Risk Factors
4
Item 1B.
Unresolved Stafff Comments
23
Item 1C.
Cybersecurity
23
Item 2.
Properties
24
Item 3.
Legal Proceedings
24
Item 4.
Mine Safety Disclosures
24
PAR
P
T
R
II
Item 5.
Market for Registrant's Common Equity,y Related Stockholder Matters and Issuer Purchases of
Equity Securities
24
Item 6.
[RESERVED]
25
Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
25
Item 7A.
Quantitative and Qualitative Disclosures about Market Risk
38
Item 8.
Financial Statements and Supp
u
lementary
r Data
49
Item 9.
Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
92
Item 9A.
Controls and Procedur
d
es
92
Item 9B.
Other Information
95
Item 9C.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
95
PAR
P
T
R
III
Item 10.
Directors, Executive Offi
f cers and Corporate Governance
95
Item 11.
Executive Compensation
95
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder
Matters
95
Item 13.
Certain Relationships and Related Transactions, and Director Independence
96
Item 14.
Principal Accountant Fees and Services
96
Item 15.
Exhibits and Financial Statement Schedules
96
Item 16.
Form 10-K Summary
107
Signatures
108

1
Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
PART I.
Item 1. Busine
i
ss
e
The disc
i
losures
e set fortht in this item arer qualified by Item 1A. Risk
i
Factorsr and the section within Item 1, capt
a ioned “Cau
C
tion
Rega
e
rding Forward-
r Looking Statements.” Management’s Disc
i
ussion and Analys
l
is of Financial Condition and Resultst of
Operations of this repo
e
rt and othe
t
r cautionary statements arer set fortht else
l
wherer in this repo
e
rt.
OVERVI
R
EW
Mr. Cooper Group
u Inc., including our consolidated subsidiaries (collectively, “Mr. Cooper,” the “Compa
m
ny,”
y
“we,” “us” or
“our”), is ththe largest servicer of residential mortgage loans in the U.S. and a majo
a r mortgage originator. We also provide real
estate property disposition services through our Xome subs
u
idiary.
Our success depends on working with residential mortgage customers as well as government-sponsored investors, private
investors, and business partners, to help customers achieve home ownership and manage what is typi
y cally their largest and most
impor
m
tant financial asset, and by helping our investors and clients maximize the returns from their portfol
f ios of residential
mortgages. Investors primarily include government sponsored enterprises (“GSE”) such as the Federal National Mortgage
Association (“Fannie Mae” or “FNMA”) and the Federal Home Loan Mortgage Corp (“Freddie Mac” or “FHLMC”), the
Government National Mortgage Association (“Ginnie Mae” or “GNMA”), investors in private-labe
a
l securitizations, as well as
organizations owning mortgage servicing rights (“MSR”), which engage us for subs
u
ervi
r cing, special servicing, technology
licensing, recapt
a ur
t
e services, and other value-added services. We are regulated at both the Federal and individual state levels.
We have provided a glossary of terms, which defines certain industry-specific and other terms that are used herein, in Item 7,
Management’s Disc
i
ussion and Analys
l
is of Financial Condition and Resultst of Operations (“MD
“
&A”), of this Form 10-K.
BUSINESS SEGMENTS
We conduc
d
t our operations primarily through two operating segments: Servicing and Originations.
See Item 7, Management’s Disc
i
ussion and Analys
l
is of Financial Condition and Results of Operations, and Note 20,0 Segm
e
ent
Info
n rmation in the Notes to Consolidated Financial Statements within Item 8, Financial Statements and Supp
u
lementary
r Data,
for additional financial information about our segments.
Servicing
As of Decembe
m
r 31, 2024, we served 6.7 million customers with an aggregate unpa
n
id principal balance (“UPB”) of $1,556
billion, consisting of $736 billion in owned servicing and $820 billion in subservicing and other. During 2024, we acquired
$753 billion UPB of loans, with $516 billion of UPB related to subservi
r cing.
We service loans on behalf of investors or owners of the underlying mortgages. Servicing consists of collecting loan payments,
remitting principal and interest payments to investors, managing escrow funds for the payment of mortgage-related expenses,
such as taxes and insurance, perfor
f
ming loss mitigation activities on behalf of investors and othe
t
rwise administering our
mortgage loan servicing portfolio.
In 2024, we continued to grow our servicing portfolio through the acquisition of certain mortgage operation assets of Flagstar
Bank, N.A.(“Flagstar”), MSR portfol
f io acquisitions, growth in our correspondent and co-issue channel, and through growth in
our subs
u
ervi
r cing business. For further discussion regarding the Flagstar transaction, refer to Note 3, Acquisitions in the Notes to
Consolidated Financial Statements within Item 8, Financial Statements and Supp
u
lementary
r Data.
Servicing
Where we own the right to service loans, we recognize MSR assets in our consolidated financial statements and have elected to
mark this portfolio to fair value each quarter. We primarily generate recurring revenue through contra
t ctua
t
l servicing fees, which
include late payment, modification, and other ancillary fees and interest income on custodial deposits. As the MSR owner, we
may be obligated to make servicing advances to fund scheduled principal, interest, tax and insurance payments when the
mortgage loan customer has failed to make the scheduled payments and to cover foreclosure costs and various other items that
are required to preserve
r
the assets being serviced. As the MSR owner, we generally have the right to solicit our customers for
refinance opportunities, which are processed through our direct-to-consumer channel in our Originations segment. Additionally,y
we may be able to modify or refinance loans pursuant to governm
r
ent programs and earn incentive fees or gain-on-sale revenues
from redelivering modified loans to new securitizations.

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
2
Subservicing
We service loans on behalf of clients who own the underlying servicing rights or underlying mortgage loans. Since we do not
own the right to service the loan, we do not recognize an MSR asset in our consolidated financial statements. We primarily
generate revenue based upon a stated fee per loan per montht that varies based on the loan’s delinquency status
t
. As a
subs
u
ervicer, we may be obligated to make servicing advances; however, advances are generally limited, with recoveries
typically following within 30 days. Additionally,y our exposure to foreclosure-related costs and losses is generally limited in our
subs
u
ervi
r cing relationships as those risks are retained by the owner of the MSR. Capi
a tal requirements for subservi
r cing
arrangements are substantially lower than for owned MSRs. We also offe
f r high-touch special servicing through our brand
Rushmore Servicing.
According to the latest publication by Inside Mortgage Finance, as of the third quarter of 2024, we were the second largest
mortgage loan subs
u
ervi
r cer in the United States. As of December 31, 2024, our subs
u
ervicing portfol
f io had a total UPB f
of
$820 billion, which accounted for 53% of the total servicing portfolio. We believe the subservicing operations allows us to
leverage the scale of our technology and the produc
d
tivity of our
u team members to provide cost effe
f ctive servicing to clients
while limiting the use of capital and liquidity,y thereby producing an attractive return on equi
q ty.
Focus on the Customer
We are focused on providing quality service to our customers and we have invested signific
f antly in technology solutions to
impr
m
ove the customer experience.
For each loan we service or subservice, we utilize a customer-centric model designed to increase customer performance and to
decrease customer delinquencies. Keys to this model include freque
q
nt customer interactions and utilization of multiple loss
mitigation stra
t tegies, particularly in the early stages of defaul
a t. We train our customer service representatives to find solutions
that work for homeowners when circumstances allow. We believe this commitment to continued home ownership impr
m
oves
asset perfor
f
mance for our investors.
Originations
Our Originations segment originates residential mortgage loans with the intent to sell in the secondary market, providing both
purchase and refinance opportun
t
ities to our existing servicing customers through our direct-to-consumer channel and purchases
loans from other originators through our correspondent channel. According to the latest publ
u ication by Inside Mortgage
Finance, as of the fourth quarter of 2024, we were the 18th largest overall mortgage loan originator in the United States. During
the year ended Decembe
m
r 31, 2024, we funded $22.8 billion in mortgage loans. Originated loans are classified as held for sale
and carried at fair value; we generate revenue through realized and unrealized gains on mortgage loans held for sale associated
with the sale of mortgage loans as well as fees earne
r
d associated with originating loans. We originate and purchase
conventional mortgage loans confor
f
ming to the underwriting standards of the GSEs. We also originate and purchase
government-insured mortgage loans, which are insured by the Federal Housing Administration (“FHA”), Department of
Veterans Affa
f irs (“VA”) and U.S. Department of Agriculture (“USDA”). Additionally, we offe
f r closed-end second lien
refinance loans and jumbo loans in our direct-to-consumer channel, originating to the standards of our investors.
We utilize warehouse facilities to fund originated loans. When we sell originated mortgage loans to secondary market investors,
we generally retain the servicing rights on mortgage loans sold. The mortgage loans are typi
y cally sold within 30 days of
origination to botht mitigate credit risk and minimize the capital required. The majo
a rity of our mortgage loans were sold to, or
were sold pursuant to, programs sponsored by Fannie Mae, Freddie Mac or Ginnie Mae.
Direct-to-Consumer Channel
We originate loans directly with customers through our direct-to-consumer channel. This channel utilizes our call centers,
website and mobile apps, specially-trained teams of licensed mortgage originators, predictive analytics and modeling utilizing
proprietary data from our servicing portfolio to reach those of our existing 6.7 million servicing customers who may benefit
from a new mortgage. Depending on customer eligibility,y we will refinance existing loans into conventional, government or
non-agency produc
d
ts. Through lead campa
m
igns and direct marketing, the direct-to-consumer channel seeks to convert leads into
loans in a cost-effic
f ient manner. We earn
r gain-on-sale revenues from securitizing newly-originated loans.
Our direct-to-consumer channel represented 35% and 47% of our mortgage originations for the years ended Decembe
m
r 31, 2024
and 2023, respectively, based on funded volume. Pull through adju
d sted lock volume for this channel was $7.7 billion and $5.7
billion in 2024 and 2023, respectively.
Corres
r po
s
nden
d
t Channel
We purchase closed mortgage loans from community banks, credit unions, and independent mortgage bankers. We generate
revenue from the receipt of funding fees from correspondents earned on a per loan basis, as well as the gain on sale of loans
sold into the secondary market. The correspondent channel serves as a cost-effect
f
ive means of acqui
q ring new customer
relationships for our servicing portfolio.

3
Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
Our correspondent channel represented 65% and 53% of our mortgage originations for the years ended Decembe
m
r 31, 2024 and
2023, respectively, based on funded volume. Pull through adju
d sted lock volume for this channel was $16.3 billion and $7.1
billion in 2024 and 2023, respectively.
Competition
Our Servicing segment primarily competes against large financial institutions and non-bank servicers. The subs
u
ervicing market
in which we operate is also highly competitive and we face competition related to subs
u
ervicing pricing and service delivery.
Our competitive position is also dependent on our ability to provide excellent customer service, manage delinquent loans and
mitigate investor losses, demonstrate compliance with local, state, federal regulations and investor guidelines, and impr
m
ove
technology and processes while controlling our costs.
Our Originations segment competes based on product offe
f rings, rates, fees and customer service. Many of our competitors
consist of large banks or other financial institutions with greater financial resources, more diverse funding sources with lower
funding costs, and less reliant on the sale of mortgage loans into the secondary
r markets to maintain their liquidity. Additionally,y
newer competitors are reinventing aspects of the mortgage loan industry and capt
a ur
t
ing profit
f pools historically collected by
existing market participants.
Our primary
r competitive strengths flow from our highly-effic
f ient platform and our ability to market our produc
d
ts to our
servicing portfolio customers. We believe our origination capabilities provide a signific
f ant advantage compared to other
servicers and subservi
r cers. Our Originations segment is highly dependent on our customer relationships. Many smaller and
mid-sized financial institutions may find it diffic
f ult to compete in the mortgage industry
r due to the signific
f ant market share of
the largest competitors, along with the continual need to invest in technology in order to reduce operating costs while
maintaining compliance with underwriting standards and regulatory
r requirements. Our ability to win new clients and maintain
existing customers is largely driven by the level of customer service we provide and our ability to comply and adapt to an
increasingly complex regulatory environment.
Government Regulation
The residential mortgage industry is highly regulated. We are required to comply with a wide array of federal, state and local
laws and regulations that regulate, among other things, the manner in which we conduc
d
t our servicing, originations and
ancillary business and the fees we may charge. These regulations directly impa
m
ct our business and require constant compliance.
Cyclicality and Seasonality
The U.S. residential real estate industry
r is seasonal, cyclical and affe
f cted by changes in general economic conditions. Industry
demand is affe
f cted by consumer demand for home loans and the market for buying, selling, financing and/or refinancing
residential real estate, which in turn, is affe
f cted by the national and global economy,y regional trends, property valuations,
interest rates, and socio-economic trends by state and federal regulations and programs which may accelerate or slow certain
real estate trends.
Human Capital Resources
Over the last few years, we have cultivated a people-first culture, utilizing team member feedba
d
ck to drive new initiatives. Mr.
Cooper had approximately 7,900 empl
m oyees as of Decembe
m
r 31, 2024 across the U.S. and India.
As a company, Mr. Cooper is grounded in a set of core values - being challengers of convention, champi
m ons for our customers
and cheerleaders for our team. Our most recent engagement survey,y which led to our sixtht Great Place to Work® certific
f ation,
shows how our intentional effo
f
rts are making a differ
f ence. The survey results also led to recognition by Fortun
t
e on their Best
Workpl
k aces in Financial Services and Best Workpl
k aces in Texas lists. In addition, Mr. Cooper was recognized by Great Place to
Work India on the top 100 Best Companies to Work For list and on their list of Best Workpl
k aces in Banking, Financial Services
and Insurance, among othe
t
r awards.
Talent Manage
a
ment: We invest in attracting, developing and retaining the best talent. We operate an overarching Talent
Management function, which combines our Training, Leadership Development and Talent Acquisition teams into one group.
Over the past year, we offe
f red our team members training across a broad range of categories, including leadership, inclusion,
profes
f
sional skills, and performance management.
Additional Information
To learn
r more about Mr. Cooper Group Inc., please visit our website at www.mrco
r
opergro
g
up.com. From time to time, we use
our website as a channel of distribution of material Company information. We make our Annual Reports on Form 10-K,
Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to
Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (“Exchange Act”) availabl
a e free of charge under the Investors
section of our website as soon as reasonabl
a y practicable afte
f r we electronically file the reports with, or furnish them to, the
Securities and Exchange Commission (“SEC”). Our reports, proxy and information statements and othe
t
r information filed
electronically with the SEC can also be accessed at www.s
w ec.gov.

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
4
Our website also provides access to reports filed by our directors, executive offi
f cers and certain significant stockholders
pursuant to Section 16 of the Exchange Act. In addition, our Corporate Governance Guidelines, Code of Business Conduc
d
t and
Ethics, Code of Ethics, and charters for the standing committees of our Board of Directors are availabl
a e on our website. Any
information on our website is not incorporated by reference into this Annual Report on Form 10-K.
CAUTIONS REGARDING FORWARD
W
-LOOKING STAT
T
EMENTS
This report contains forward-looking statements within the meaning of the U.S. federal securities laws. These forward-looking
statements include, without limitation, statements concerni
r ng plans, objectives, goals, projections, strategies, core initiatives,
future events or perfor
f
mance, and underlying assumptions and othe
t
r statements, which are not statements of historical facts.
When used in this discussion, the words “anticipate,” “appe
a
ars,” “believe,” “for
f
esee,” “intend,” “should,” “expect,” “estimate,”
“proje
o ct,” “plan,” “may,”
y
“could,” “will,” “are likely” and similar expressions are intended to identify forward-looking
statements. These statements involve predictions of our future financial condition, performance, plans and strategies, and are
thus dependent on a numbe
m
r of factors including, without limitation, assumptions and data that may be impr
m
ecise or incorrect.
Specific factors that may impa
m
ct performance or other predictions of future actions have, in many but not all cases, been
identifie
f d in connection with specific forward-looking statements. As with any projection or forecast, forward-looking
statements are inherently susceptible to uncertainty and changes in circumstances, and we are under no obligation to, and
expressly disclaim any obligation to, update or alter our forward-looking statements, whether as a result of new information,
future events or otherwise.
A number of impor
m
tant factors exist that could cause future results to differ
f
materially from historical performance and these
forward-looking statements. Factors that might cause such a differ
f ence include, but are not limited to:
•
macroeconomic and U.S. residential real estate market conditions;
•
changes in prevailing interest rates and/or changes in home prices;
•
our ability to maintain or grow the size of our servicing portfolio;
•
our ability to maintain or grow our originations volume and profita
f
bi
a lity;
•
our ability to recapture voluntary
r prepayments related to our existing servicing portfol
f io;
•
our shiftf in the mix of our servicing portfolio to subservi
r cing, which is highly concentrated;
•
our ability to prevent cyber intrus
r
ions and mitigate cyber risks;
•
delays in our ability to collect or be reimbu
m
rsed for servicing advances;
•
our ability to obtain suffic
f ient liquidity and capital to operate our business;
•
disrupt
r
ions in the secondary home loans market;
•
our ability to successful
f ly implement our strategic initiatives and hedging strategies;
•
our ability to realize anticipated benefits of our previous acquisitions;
•
our ability to fully utilize our net operating loss, othe
t
r tax carry
r
forwards and certain built-in losses or deductions;
•
changes in our business relationships or changes in servicing guidelines with Fannie Mae, Freddie Mac and Ginnie
Mae;
•
third-party credit, servicer and correspondent risks;
•
our ability to pay down or refinance debt;
•
our ability to manage legal and regulatory examinations and enforcement investigations and proceedings, compliance
requirements and related costs;
•
our reliance on vendor relationships;
•
issues related to the development and use of artific
f ial intelligence;
•
health pandemics, hurricanes, earthquakes, fires, floods and othe
t
r natural catastrophic events; and
•
our ability to maintain our licenses and other regulatory approvals.
All of these factors are diffic
f ult to predict, contain uncertainties that may materially affe
f ct actua
t
l results and may be beyond our
contro
t
l. New factors emerge from time to time, and it is not possible for our management to predict all such factors or to assess
the effe
f ct of each such factor on our business. Although we believe that the assumptions underlying the forward-looking
statements contained herein are reasonable, any of the assumptions could be inaccurate, and any of these statements included
herein may prove to be inaccurate. Given the significant uncertainties inherent in the forward-looking statements included
herein, the inclusion of such information should not be regarded as a representation by us or any othe
t
r person that the results or
conditions described in such statements or our objectives and plans will be achieved. Please refer to Item 1A, Risk
i
Factors,
r
and
Item 7, Management’s Disc
i
ussion and Analys
l
is of Financial Condition and Results of Operations, sections of this report for
further information on these and othe
t
r factors affe
f cting our business.
Item 1A. Risk
i
Factor
t
sr
You should careful
f ly consider the following risk factors together with all of the othe
t
r information included in this report,
including the financial statements and related notes, when deciding to invest in us. The risks and uncertainties described below
could materially adversely affe
f ct our business, financial condition and results of operations in future periods and are not the

5
Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
only risks facing our Company. Additional risks not currently known to us or that we currently deem to be immaterial also may
materially adversely affe
f ct our business, financial condition and results of operations in future periods.
Risk Factor Summary
Market, Financial Reporting, Credit and Liquidity Risks
•
Our revenues in Originations and Servicing are highly dependent on macroeconomic and U.S. residential real estate
market conditions.
•
Our earnings may decrease because of changes in prevailing interest rates and/or declines in home prices.
•
We may be unabl
a e to obtain suffic
f ient capital to operate our business, and our indebtedness may limit our financial and
operating activities and our ability to incur additional debt to fund future needs.
•
A disrup
r
tion in the secondary home loan market, including the MBS market, could have a detrimental effe
f ct on our
business.
•
If our estimates or assumptions in our financial models prove to be incorrect, it may affe
f ct our earnings.
•
We may not realize all of the anticipated benefits of previous or potential acquisitions and dispositions.
•
Our hedging strategies may not be successful
f
in mitigating our risks associated with interest rates.
•
We have third-party credit, servicer and correspondent risks.
•
Changes in tax legislation and challenges from tax authorities may have an adverse impa
m
ct on our financial condition.
•
We may not be able to fully utilize our net operating loss (“NOL”), othe
t
r tax carry forwards and certain built-in losses
or deductions.
Business & Operational Risks
Servicing
•
A significant increase in delinquencies for the loans that we own and service could have a material impa
m
ct on our
revenues, expenses and liqui
q dity and on the valuation of our MSRs.
•
We may not maintain or grow our business if we do not acquire MSRs or enter into favorable subs
u
ervi
r cing agreements.
•
We service higher risk loans which are more expensive to service than conventional mortgage loans.
•
We are required to make servicing advances that can be subj
u ect to delays in recovery or may not be recoverabl
a e.
•
Our counterpa
r
rties may terminate our servicing rights and subservicing contracts.
•
We could have a downgrade in our servicer ratings.
Originations
•
We may not be able to maintain the volumes in our loan originations business.
•
We may be required to indemnify
f or repurchase loans we sold, or will sell, if these loans fail to meet certain criteria.
•
We are highly dependent upon loan programs administered by the Agencies to generate revenues.
•
Our second lien originations have higher market risk.
Corporate/Other
•
Our Real Estate exchange business could be further impa
m
cted by delays in foreclosure sales, as well as economic
slowdowns and recessions.
General Business & Operational Risks
•
We may not be successful
f
in impl
m ementing certain strategic initiatives.
•
Technology failures or cyber-attacks against us or our vendors could damage our business operations, and new laws
and regulations could increase our costs.
•
Our capital investments in technology may not achieve anticipated returns.
•
We and our vendors have operations in India that could be adversely affe
f cted by changes in political or economic
stability or by government policies.
•
Our vendor relationships subj
u ect us to a variety of risks.
•
Our risk management policies and procedures may not be effe
f ctive.
•
We could have, appear to have or be alleged to have conflic
f
ts of interest with Xome.
•
Our business could suffer
f
if we fail to attract, or retain, highly skilled empl
m oyees and changes in our executive
management team may be disrupt
r
ive to our business.
•
Negative publ
u ic opinion could damage our reputation and adversely affe
f ct our business.
•
Issues related to the development and use of artific
f ial intelligence could give rise to legal and/or regulatory action,
damage our reputation or othe
t
rwise materially harm our business.
•
We may have laps
a
es in disclosure controls and procedur
d
es or internal contro
t
l over financial reporting.
•
Our business is subj
u ect to the risks of natural catastrophic events and health pandemics.

Mr.r Cooper Group Inc. - 2024 Annu
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al Report on Form 10-K
6
Regulatory,y Compliance and Legal Risks
•
We operate within a highly regulated industry
r on federal, state and local levels.
•
We are subj
u ect to numerous legal proceedings, federal, state or local governmental examinations and enforcement
investigations.
•
We are subj
u ect to state licensing and operational requirements that result in substantial compliance costs.
•
Our business would be adversely affe
f cted if we lose our licenses.
•
We may incur increased litigation costs and related losses if a court overturns a foreclosure or if a loan we are
servicing becomes subor
u
dinate to a Home Owners Association lien.
•
Delays in residential mortgage foreclosure proceedings could have a negative effe
f ct on our ability to liquidate loans
timely and slow the recovery of advances and thus impa
m
ct our earn
a
ings or liquidity.
Risks Related to Owning our Stock
•
Our common stock is subj
u ect to transfer
f
restrictions.
•
Anti-takeover provisions in our charter and under Delaware law could limit certain stockholder actions.
•
The market price of our common stock may decrease, resulting in a loss for investors.
Risk Factors
Market, Financial Reporting, Credit and Liquidity Risks
Our revenues in Originatio
t ns and Servicing are high
i
ly depe
e
nden
d
t on macroeconomic and U.S. reside
i
ntia
t l real estate market
condit
d io
t ns.
Our success depends largely on the health of the U.S. residential real estate industry,
r
which is seasonal, cyclical and affe
f cted by
changes in general economic conditions beyond our control. Economic factors such as increased interest rates, inflation, slow
economic growth or recessionary conditions, the pace of home price appreciation or the lack of it, changes in household debt
levels, and increased unempl
m oyment or stagnant or declining wages affe
f ct our customers’ income and thus their ability and
willingness to make loan payments. Additionally,y global events affe
f ct all such macroeconomic conditions. Instability in the
global credit markets, the impa
m
ct of uncertainty regarding global central bank monetary policy, the instability in the geopolitical
environment in many parts of the world (including as a result of the on-going Ukraine-Russia confli
f ct, China-Taiwan relations,
and the conflic
f
ts in the Middle East, global economic ramifications of the current economic challenges in China, and othe
t
r
disrupt
r
ions may continue to put pressure on global economic conditions. Weak, or a signific
f ant deterioration in economic
conditions, reduces the amount of disposable income consumers have, which in turn reduces consumer spending and the
willingness of qualifie
f d potential customers to take out loans. As a result, such economic factors affe
f ct loan origination volume.
Additional macroeconomic factors including, but not limited to, rising government debt levels, the withdrawal or augmentation
of governm
r
ent interventions into the financial markets, changing U.S. consumer spending patterns, changing expectations for
inflation and deflation, and weak credit markets may create low consumer confid
f ence in the U.S. economy or the U.S.
residential real estate industry.
r
Excessive home building or high foreclosure rates resulting in an oversupp
u
ly of housing in a
particular area may also increase the amount of losses incurred on defaul
a ted mortgage loans. Any or all of the circumstances
described above may lead to furthe
t
r volatility in or disrup
r
tion of the credit markets at any time and adversely affe
f ct our
financial condition.
Any uncertainty or deterioration in market conditions that leads to a decrease in loan originations will result in lower revenue
on loans sold into the secondary market. Lower loan origination volumes generally place downward pressure on margins, thus
compounding the effe
f ct of the deteriorating market conditions. Companies focusing on mortgage originations may experience
severe financial distress and this may result in numerous companies exiting the mortgage business or filing bankrupt
u cy. This
could caus
a
e a contagion effe
f ct resulting in the banks which provide us financing lines to reduce the lines or increase financing
costs. Such events could be detrimental to our business. Moreover, any deterioration in market conditions that leads to an
increase in loan delinquencies will result in lower revenue for loans we service for the GSEs and Ginnie Mae as servicing fees
are collected only for current perfor
f
ming loans. While increased delinquencies generate higher ancillary revenues, including
late fees, these fees are sometimes unrecoverabl
a e if the related loan is liquidated. Increased delinque
q
ncies may also increase the
cost of servicing the loans for all market participants. The decreased cash flow from lower servicing fees or higher cost to
service could decrease the estimated value of our MSRs, resulting in recognition of losses when we write down those values. In
addition, an increase in delinquencies lowers the interest income we receive on cash held in collection and increases our
obligation to advance certain principal, interest, tax and insurance obligations owed by the delinquent mortgage loan customer.
An increase in delinquencies could therefor
f
e be detrimental to our business.
Our earnings may
a decrease because of changes in prevailin
l
g
n interest rates and/or
/
declin
l
es in home prices.
Our profita
f
bi
a lity is directly impacted by changes in prevailing interest rates. Interest rates have risen furthe
t
r and faster than any
time in modern history.
r
The following are certain material risks we face related to changes in interest rates:

7
Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
Servicing:
•
a decrease in interest rates may increase prepayment speeds which lead to (i) increased amortization expense; (ii)
decreased servicing fees; and (iii) decreased fair value of our MSRs;
•
an increase in interest rates, together with an increase in monthly payments when an adju
d stable mortgage loan’s
interest rate adju
d sts upward from an initial fixed rate or a low introductory rate, may cause increased delinquency,
defaul
a t and foreclosure. Increased mortgage defaul
a ts and foreclosures may adversely affe
f ct our business as they
increase our expenses and reduce the number of mortgages service fees that are collected. Additionally,y payment
savings on modifications are directly tied to market interest rates, and increasing interest rates may reduce the numbe
m
r
of customers eligible to receive modifications or increase the likelihood of re-defau
f
lt for those who receive a
modification. Loan modifications for governm
r
ent insured mortgages are more diffic
f ult in a high-rate environment,
which may result in higher delinquency levels for loans in Ginnie Mae securities. An increase in interest rates also
lowers unhedged early buyout (“EBO”) revenues;
Originations:
•
an increase in interest rates could adversely affe
f ct our loan originations volume because refinancing an existing loan
would be less attractive for homeowners and qualifyi
f ng for a purchase money loan may be more diffic
f ult for
consumers;
•
an increase in interest rates could also adversely affe
f ct our production margins due to increased competition among
originators;
Other:
•
an increase in interest rates could adversely affe
f ct Xome’s Real Estate exchange property sales, particularly non-
distressed sales, as financing may become less attractive to customers;
•
an increase in interest rates could increase the cost of servicing our outstanding debt, including our ability to finance
servicing advances and loan originations and for borrowing for acquisitions; and
•
a decrease in interest rates could reduce our earnings from our custodial deposit accounts.
Home prices in many areas of the country
r have risen dramatically. Home values may deflate signific
f antly,y especially in those
areas with the highest rates of increase. Falling home prices may result in higher defaults, greater loss severity,y increased
foreclosures and losses to investors and stakeholders. The decrease in housing values may greatly affe
f ct mortgage loan
originations for years, with dramatic decreases in volume due in part from customers’ inability to sell or refinance their
properties as a result of the lower values. In addition, as investors take losses and liquidity in capital markets evaporates,
investors and originators may tighten underwriting criteria and scrutiny of loan produc
d
tion. These events could decrease our
revenue from loan originations or loan purchases, and increase our expenses due to repurchases, the resources needed to
validate claims, and servicing costs to manage higher defaul
a ts and foreclosures.
Any of the foregoing could adversely affe
f ct our business, financial condition and results of operations.
A disru
i
pt
u io
t n in the secondar
d
y
r home loan market,t includin
d
g
n the MBS
B
market,t couldl have a detrimental
t
effe
f ct on our
busine
i
ss.s
Demand in the secondary
r market and our ability to complete the sale or securitization of our mortgage loans depends on a
numbe
m
r of factors, many of which are beyond our control. This includes general economic conditions, general conditions in the
banking system, the willingness of lenders to provide funding for mortgage loans, the willingness of investors to purchase
mortgage loans and MBS, and changes in regulatory requirements. In Septembe
m
r 2022, the U.S. Federal Reserve withdrew from
the mortgage securities market and ceased purchasing MBS. As mortgage rates remain relatively high, customers are not
incentivized to refinance and there is minimal demand from buyers of MBS. Additionally, effo
f
rts moving Fannie Mae and
Freddie Mac out of conservatorship could impa
m
ct the appetite of MBS investors for the mortgages that we originate and could
create a higher level of non-agency product for which demand could be less consistent than agency mortgages. Any continued
significant disrupt
r
ion or period of illiquidity in the general MBS market could directly affe
f ct our liquidity because no existing
alternative secondary
r market would likely be able to accommodate on a timely basis the volume of loans that we typically sell
in any given period. Accordingly, if the MBS market experiences a period of illiquidity,y we may be prevented from selling the
loans that we produce into the secondary market in a timely manner or at favorabl
a e prices, which could be detrimental to our
business.
We may
a be unablel to obtai
t n
i
suff
u ic
f ient capi
a ta
i l to operatet our busine
i
ss.s
Our financing strategy includes the use of significant leverage because, to make servicing advances and fund originations, we
require liqui
q dity in excess of the capi
a tal generated by our operations. Accordingly, our ability to finance our operations depends
on our ability to secure financing on acceptable terms and to renew and/or replace existing financ
a
ings as they expire. These

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
8
financings may not be availabl
a e on acceptable terms or at all. If we are unable to obtain these financings, we may need to raise
the funds we require in the capi
a tal markets or through othe
t
r means, any of which may increase our cost of funds.
We are generally required to renew a significant portion of our debt financing arrangements each year, which exposes us to
refinancing and interest rate risks. Our ability to refinance existing debt and borrow additional funds is affe
f cted by a variety of
factors including:
•
the availabl
a e liquidity in the credit markets;
•
prevailing interest rates;
•
an event of default, a negative ratings action by a rating agency and limitations impos
m
ed on us under the indentur
t
es
governing our current debt that contain restrictive covenants and borrowing conditions that may limit our ability to
raise additional debt;
•
the strengtht of the lenders from which we borrow; and
•
limitations on borrowings on advance facilities impos
m
ed by the amount of eligible collateral pledged, which may be
less than the borrowing capacity of the advance facility.
If we are unabl
a e to obtain suffic
f ient capital on acceptable terms for any of the foregoing reasons, this could adversely affe
f ct our
business, financial condition and results of operations.
Our indebted
t
ne
d
ss may
a limit our fina
i
ncial and operatin
t
g
n activities and our ability to incur additio
d
nal debt to fund future
needs.
d
As of Decembe
m
r 31, 2024, the aggregate principal amount of our unsecured senior notes was $4,950 million. Although we and
our subs
u
idiaries have indebtedness, we believe we have the ability to incur additional indebtedness in the future, subj
u ect to the
limitations contained in the agreements governing our indebtedness. These agreements generally restrict us and our restricted
subs
u
idiaries from incurring additional indebtedness; however, these restri
t ctions are subj
u ect to impor
m
tant exceptions and
qualific
f ations. If we incur additional debt, the related risks could be magnifie
f d and could limit our financial and operating
activities.
Our current and any future indebtedness could:
•
require us to dedicate a substantial portion of cash flow from operations to the payment of principal and interest on our
current indebtedness and any indebtedness we may incur in the future, thereby reducing the funds availabl
a e for othe
t
r
purposes;
•
make it more diffic
f ult for us to satisfy
f and comply with our obligations with respect to the unsecured senior notes;
•
subject us to increased sensitivity to increases in prevailing interest rates;
•
place us at a competitive disadvantage to competitors with relatively less debt in economic downturns, adverse
industry conditions or catastrophic external events; or
•
reduce our flexibility in planning for or responding to changing business, industry and economic conditions.
In addition, our level of indebtedness could limit our ability to obtain financing or additional financing on acceptable terms to
fund future acqui
q sitions, working capital, capital expenditures, debt service requirements, and/or general corporate and other
purposes, which could have a material adverse effe
f ct on our business and financial condition. Our unsecured indebtedness
matures beginning in Februa
r
ry 2026 with additional tranches maturing every year thereafter. Our operations may not be
suffic
f ient to pay offf the debt at maturity,y which would require us to refinance the debt. The refinance of debt is subj
u ect to
investor appetite and the interest rate environment, which could adversely affe
f ct our business, financial condition and results of
operation. Our liquidity needs could vary signific
f antly and may be affe
f cted by general economic conditions, industry trends,
perfor
f
mance and many other factors outside of our control. Our obligations could have othe
t
r impor
m
tant conseque
q
nces. For
exampl
m e, our failure to comply with the restri
t ctive covenants in the agreements governi
r ng our indebtedness, which limit our
ability to incur liens, to incur debt and to sell assets, could result in an event of default that, if not cured or waived, could harm
our business or prospects and could result in our bankru
k
pt
u cy.
We use fina
i
ncial models that rely heavily on estimates in determining
n the fair value of certain assets and liabilitie
i
s, such as
MSRs
S
and MSR
S
fina
i
ncing
n liabilitie
i
s, and if our estimates or assumption
i
s prove to be incorrect,t it may
a affe
f ct our earning
i
s.
g
We use internal financial models that utilize, wherever possible, market participant data to value certain of our assets, including
our MSRs and MSR financing liabi
a lities and for purposes of financial reporting. These models are complex and use asset-
specific collateral data and market inputs for interest and discount rates. In addition, the modeling requirements of MSRs are
complex becaus
a
e of the high numbe
m
r of variables that drive cash flows associated with MSRs. Even if the general accuracy of
our valuation models is validated, valuations are highly dependent upon the reasonableness of our assumptions and the
predictabi
a lity of the relationships that drive the results of the models. In determining value for MSRs, we make certain
assumptions, many of which are beyond our control, including, among other things:

9
Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
•
the rates of prepayment and repayment within the underlying pools of mortgage loans and our ability to recapture
mortgage prepayments through the origination platform;
•
projected rates of delinquencies, defaults and liquidations;
•
option adju
d sted spread;
•
cost to service the loans; and
•
ancillary revenues.
If these assumptions or relationships prove to be inaccurate, if market conditions change or if errors are found in our models,
the value of certain assets and liabi
a lities could materially vary,y which could impa
m
ct our ability to satisfy minimum
m
net worth
covenants and borrowing conditions in our debt agreements and adversely affe
f ct our business, financial condition and results of
operations.
We may
a not realiz
l e alll of the anticipated
t
benefi
e ts
i
of pr
f
eviou
i
s or potentia
t l acquisitions and disp
i
ositions.
Our ability to realize the anticipated benefits of previous or potential acquisitions, including the acquisition of assets and
business combinations, will depend, in part, on our ability to scale-up to appropriately service these assets and integrate the
businesses of the acquired companies with our business.
The risks associated with acqui
q sitions include, among others:
•
unknown or contingent liabi
a lities;
•
unanticipated issues in integrating information, management style, controls and procedur
d
es, servicing and originations
practices, communi
m
cations and other systems including information technology systems;
•
the value of non-cash consideration received and its potential change in value;
•
unanticipated incompatibility of purchasing, logistics, marketing and administration methods;
•
not retaining key empl
m oyees or clients; and
•
inaccuracy of valuation and/or operating assumptions suppor
u
ting our purchase price.
When we acquire a platform, we may elect to operate this platform in addition to our current platform for a period of time or
indefinitely. Individually or collectively, these transactions could subs
u
tantially increase the UPB, or alter the composition of our
portfolio of mortgage loans that we service or have an othe
t
rwise signific
f ant impa
m
ct on our business. Additionally, we may make
potentially signific
f ant acquisitions which could expose us to greater risks than we currently experience in servicing our current
portfolio and adversely affe
f ct our business, financial condition and results of operations.
The risks associated with disposition include, among other things:
•
diffic
f ulty in finding buyers or alternative exit strategies on acceptabl
a e terms in a timely manner;
•
destabilization of the applicable operations;
•
loss of key personnel;
•
ability to obtain necessary
a
governmental or regulatory
r approvals;
•
post-disposal disputes and indemnific
f ation obligations;
•
access by purchasers to certain of our systems and tools during transition periods;
•
the migration of data and separation of systems; and
•
data privacy matters.
We can provide no assurances that we will enter into any such agreements or as to the timing of any potential strategic
transactions. The strategic transaction process may disrupt
r
our business including diverting management’s attention from
ongoing business concerns. We also may not realize all of the anticipated benefits of potential future strategic transactions,
which could adversely affe
f ct our business, financial condition and results of operations.
Our hedging
i
stra
t
tegi
e es may
a not be successful
f
in mitigatin
t
g
n our risk
i
s
k associated
t
with
i
interest rates.
We use various derivative financial instruments to provide a level of protection against interest rate risks related to our both our
pipeline (LHFS and IRLCs spanning our Originations and Servicing segments) and our MSR portfolio (in our Servicing
segment), but no hedging strategy can protect us completely. The nature and timing of hedging transactions influence the
effe
f ctiveness of these strategies. Poorly designed strategies, impr
m
operly executed and documented transactions or inaccurate
assumptions could increase our risks and losses. In addition, hedging strategies involve transaction and other costs. Our hedging
strategies and the derivatives that we use may not be able to adequately offs
f et the risks of interest rate volatility, and our
hedging transactions may result in or magnify losses. Furthe
t
rmore, interest rate derivatives may not be availabl
a e on favorabl
a e
terms or at all, particularly during periods of heightened volatility or economic downturns. Any of the foregoing risks could
adversely affe
f ct our business, financial condition and results of operations.

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
10
We have third-pa
-
rtyt credit,
d
servicer and correspon
s
dent risk
i
s
k which couldl have a material
i
adverse
r
effe
f ct on our busine
i
ss,
liquidi
i ty
i ,y fina
i
ncial conditio
d
n and results of operatio
t n.
Consumer Cred
r
it Risk
i
: We provide representations and warranties to purchasers and insurers of the loans that we sell that range
between three years and the life of the loan. In the event of a breach of these representations and warranties, we may be
required to repurchase a mortgage loan or indemnify
f the purchaser, and any subsequent loss on the mortgage loan may be borne
by us. Our loss estimates are affe
f cted by factors both internal and external in nature, including, level of loan sales, as well as to
whom the loans are sold, the expectation of credit loss on repurc
u hases and indemnific
f ations, our success rate at appealing
repurchase demands, our ability to recover any losses from third parties, the overall economic condition in the housing market,
the economic condition of customers, the political environment at investor agencies and the overall U.S. and world economies.
Many of the factors are beyond our control and may lead to judgments that are susceptible to change. In adverse market
conditions, loans may decrease in value due to an increase in delinquencies, customer defaults and non-payments. In addition,
property values may experience losses at liquidation due to extensions in foreclosure and real estate owned (“REO”) sales
timelines, as well as home price depreciation.
Counterparty Cred
r
it Risk
i
: We are exposed to counterpa
r
rty credit risk in the event of non-performance by counterparties to
various agreements. Although certain credit facilities and warehouse lines are committed, we may experience a disrupt
r
ion in
operations due to a lender withholding funds of a borrowing request on the respective credit facility.
Prior Servicer Risk
i
: We service mortgage loans under guidelines set fortht by regulatory agencies and GSEs. Failure to meet
stipulations of the servicing guidelines can result in the assessment of fines and loss of reimbur
m
sement of loan related advances,
expenses, interest and servicing fees. When the servicing of a portfolio is assumed either through purchase of servicing rights or
through a subs
u
ervicing arrangement, various loans in the acquired portfol
f io may have been previously serviced in a manner that
will contri
t bute towards our not meeting certain servicing guidelines. If not recovered from a prior servicer, such events
frequently lead to the eventual realization of a loss to us. The recovery process against a prior servicer can be prolonged based
upon the time required by us to meet minimum loss deductibles under the indemnific
f ation provisions in our agreements with
the prior servicer and for the time requirements by the prior servicer to review underlying loss events and our request for
indemnific
f ation. In addition, the prior servicer may no longer being financially viable. The amounts ultimately recovered from
prior servicers may differ
f
from our estimated recoveries recorded based on the prior servicer’s interpretation of responsibility
for loss, which could lead to our realization of additional losses.
Corres
r ponde
s
nt Risk
i
: We purchase closed loans from correspondent lenders. The failure of these correspondent lenders to
comply with any applicable laws, regulations and rules may subject us to monetary penalties or other losses. Although we have
contro
t
ls and procedur
d
es designed to assess areas of risk with respect to these acqui
q red loans, including, without limitation,
diligence regarding compliance with underwriting guidelines and applicable laws or regulations, we may not detect every
r
violation of law by these correspondent lenders. In an economic downtur
t
n, a numbe
m
r of these correspondent lenders may not be
financially viable, and any issues with respect to loans purchased from them and sold to Fannie Mae and Freddie Mac would
transfer
f
any manufactur
t
ing defect risk of origination to us. As housing prices continue to increase and interest rates stay
elevated, affo
f
rdability becomes more challenging. As a result, customers may be more inclined to either inflate their income or
misrepresent their occupa
u
ncy intentions.
Any of the above could adversely affe
f ct our business, liquidity, financial condition and results of operations.
Change
n
s in tax
a legi
e sl
i at
l io
t n and challe
l nges from tax
a authorities
e may
a have an adve
d
rse impa
m
ct on our fina
i
ncial condit
d io
t n.
U.S. federal and state tax authorities may periodically revise legislation that may result in changes to the interpretation of
establ
a ished tax concepts. Future revisions in tax legislation and interpretations thereof could adversely impa
m
ct our provision for
income taxes, cash flow and financial condition. In addition, challenges arising from taxing authorities, including the Internal
Revenue Service (IRS) and state and local jurisdictions, on the interpretation of tax laws and regulations could result in
adju
d stments to our effe
f ctive tax rate, the amount of taxes due or otherwise have an adverse impa
m
ct on our financial condition.
We may
a not be able to fully utiliz
t
e our NOLs, othe
t
r tax
a carry forwards and certain built-
l in losses or deductio
t ns.
Our ability to utilize NOLs, othe
t
r tax carry
r
forwards and certain built-in losses or deductions to reduce taxabl
a e income in future
years could be limited for various reasons. Although we have certain transfer
f
restrictions in place under our Certific
f ate of
Incorporation, our Board could issue additional shares of stock or permit or effe
f ct future conversions, amendments or
redemptions of our stock, which, depending on their magnitude, could result in ownership changes that would trigger the
impos
m
ition of additional limitations on the utilization of our NOLs under Sections 382 and 383 of the United States Internal
Revenue Code of 1986, as amended (the “Code”). Similar provisions of state tax law may also apply. In an attempt to minimize
the likelihood of an additional ownership change occurring, our Certific
f ate of Incorporation contains transfer
f
restrictions
limiting the acquisition (and disposition) of our stock or any other instru
t
ment treated as stock for purposes of Section 382 by
persons or group of persons treated as a single entity under Treasury Regulation Section 1.382-3 owning (actua
t
lly or
construc
r
tively), or who would own as a result of the transaction, 4.75% of the total value of our stock (including any othe
t
r
interests treated as stock for purposes of Section 382). Neverthe
t
less, it is possible that we could undergo an ownership change,
either by events within or outside of the contro
t
l of our Board, e.g., indirect changes in the ownership of persons owning 5% of

11 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
our stock. In the event of a subs
u
equent ownership change, all or part of the NOLs or built-in losses that were not previously
subj
u ect to limitations under Section 382 could also become subj
u ect to an annual limitation. Section 384 may also apply in the
event of an ownership change resulting from an acquisition, which would limit the utilization of our NOLs to only certain
income or gains generated from assets owned subsequent to the acquisition. In addition, at the state level, there may be periods
during which the use of NOLs is suspended or othe
t
rwise limited, which could accelerate or permanently increase state taxes
owed.
Business & Operational Risks
Servicing
n
A sign
i
ific
f ant increase in delinq
i
uencies for the loans that we own and service couldl have a material
i
impa
m
ct on our revenues,
expe
x
nses and liqu
i
idit
d yt and on the valuatio
t n of our MSRs
S
.
•
Revenue. An increase in delinquencies will result in lower revenue for loans we service for GSEs and Ginnie Mae as
servicing fees are collected only for current perfor
f
ming loans. Additionally, while increased delinquencies generate
higher ancillary revenues, including late fees, these fees do not offs
f et the higher cost to service a delinquent loan and
are sometimes unrecoverable if the loan is liquidated. In addition, an increase in delinquencies reduces cash held in
collections and other accounts and lowers the interest income we receive.
•
Expe
x
nses. An increase in delinque
q
ncies will result in a higher cost to service due to the increased time and effo
f
rt
required to collect payments from delinquent customers and an increase in interest expense as a result of an increase in
our advancing obligations.
•
Liquidity.y An increase in delinquencies could also negatively impa
m
ct our liquidity becaus
a
e of an increase in servicing
advances resulting in an increase in borrowings under advance facilities and/or insuffic
f ient financing capacity to fund
increases in advances.
•
Valuation of MSRs
S
. We base the price we pay for MSRs on, among other things, our projections of the cash flows from
the related pool of mortgage loans based on market participant assumptions. Expectation of delinquencies is a
significant assumption underlying those cash flow projections. If delinquencies were signific
f antly greater than
expected, the estimated fair value of our MSRs could be diminished. If the estimated fair value of MSRs is reduced,
we would record a loss which would adversely impa
m
ct our ability to satisfy
f borrowing conditions in our debt
agreements which could have a negative impa
m
ct on our financial results.
An increase in delinquency rates could therefor
f
e adversely affe
f ct our business, financial condition and results of operations.
We may
a not be able to maintain or grow our busine
i
ss if we do not acquire MSRs
S
or enter into addi
d tio
i
nal subservicing
i
agreements on favorablel terms.
Our servicing portfolio is subj
u ect to “run
r
off,
f ” meaning that mortgage loans serviced by us may be prepaid prior to maturity or
repaid through standard amortization of principal. As a result, our ability to maintain the size of our servicing portfolio depends
on our ability to acquire the right to service additional pools of residential mortgages, enter into additional subs
u
ervi
r cing
agreements or to retain the servicing rights on newly originated mortgages. We have also shifte
f d the mix of our servicing
portfolio to a greater mix of subservi
r ced loans. While we expect this strategy to have longer-term benefits, in the short-term,
since subservicing revenues are earned on a fee per loan basis, this shiftf in our servicing portfolio to subs
u
ervicing could reduce
our revenue and earni
r ngs. In addition, we do not have contro
t
l of whether a subs
u
ervicing client sells offf its portfolio or the
volume and timing of such sales and may not be able to maintain our pipeline of subservicing opportunities.
The Federal Housing Finance Agency (“FHFA”) could enact more stringent requirements on the GSEs, or other federal or state
agencies may enact additional requirements that are more stringent regarding the purchase or sale of MSRs. Additionally, if we
do not comply with our seller/s
r ervicer obligations, the investors may not consent to approve future transfer
f s of MSRs.
If we do not acquire MSRs or enter into additional subs
u
ervi
r cing agreements on terms favorable to us, our business, financial
condition and results of operations could be adversely affe
f cted.
Some of the loans we service are high
i
er risk
i
loans, which are more expe
x
nsive to service and may
a lead to liquidity
i
challe
l nges.
Some of the mortgage loans we service are higher risk loans, meaning that the loans are made to less credit worthy customers,
delinquent or for properties the value of which has decreased since origination. These loans are more expensive to service
because they require more frequent interaction with customers and greater monitoring and oversight. Additionally, in
connection with the ongoing mortgage market reform and regulatory developments, servicers of higher risk loans are subj
u ect to
increased scrutiny by state and federal regulators and will experience higher compliance and regulatory costs, which could
result in a further increase in servicing costs. We may not be able to pass along any of the additional expenses we incur in
servicing higher risk loans to our servicing clients. The greater cost of servicing higher risk loans, which may be further
increased through regulatory reform, consent decrees or enforcement, could adversely affe
f ct our business, financial condition
and results of operations. We have a portfolio of higher risk Agency loans guaranteed by Ginnie Mae. In an adverse economic
scenario, FEMA declared disaster area or a pandemic similar to COVID-19, where defaults rise rapi
a dly and unexpectedly,y we

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
12
may have funding challenges since Ginnie Mae does not allow the separate utilization of advances as a form of collateral, and
we may not be able to secure financing for advances on acceptable terms or at all. If we are unabl
a e to obtain these financings,
we may need to raise the funds we require in the capital markets or through othe
t
r means, any of which may increase our cost of
funds.
As a result of both the COVID pandemic and subseque
q
nt rise in mortgage interest rates, most investors have updated their
standard loss mitigation procedures and requirements to align with the program offe
f red during the pandemic. These new
programs and revised offe
f rings require interpretation, impl
m ementation, and testing are time intensive and are subj
u ect to
operational risk. While we have extensive validation in place to ensure timeliness and accuracy of these updated loss mitigation
programs, the continued changes and differ
f ences in programs announced by each investor creates risk of error. The risk subj
u ects
us to loss indemnific
f ation requirements.
We are required to make servicing adva
d
nces that can be subject to delays
a
in recovery
r or may
a not be recoverablel in certa
r in
circ
i
umstan
t
ces.
e
During any period in which a customer is not making payments, we are required under most of our servicing agreements to
advance our own funds to meet contra
t ctua
t
l principal and interest remittance requirements for investors, pay property taxes and
insurance premiums, legal expenses and other protective advances. This is limited for Fannie Mae and Freddie Mac loans to
four months of P&I advances, and other advances are typi
y cally immediately recoverabl
a e. We also advance funds to maintain,
repair and market real estate properties on behalf of certain investors. As home values change, we may have to reconsider
certain of the assumptions underlying our decisions to make advances, and in certain situations our contractua
t
l obligations may
require us to make certain advances for which we may not be reimbu
m
rsed. In addition, when a mortgage loan serviced by us
defaul
a ts or becomes delinquent, the repayment to us of the advance may be delayed until the mortgage loan is repaid or
refinanced or liquidation occurs. Market disrupt
r
ions where a temporary period of forbearance may be offe
f red for customers
unabl
a e to pay on certain mortgage loans may also increase the number of defaults, delinquencies or forbearances related to the
loans we service, increasing the advances we make for such loans.
We have sold to third-party investors the rights to mortgage servicing rights and servicer advances related to certain loan pools.
In connection with these transactions, the third-party investors purchased the equity of wholly owned special purpos
r
e
subsidiaries of Mr. Cooper Group
u that issued limited recourse funding to finance the advances. We continue to service these
loans. In the event that the third-party investors receive requests for advances in excess of amounts that they or their co-
investors are willing or able to fund, we are obligated to fund these advance requests. Since we have transfer
f red the related
advance facilities to the third-party investors, we may have to obtain othe
t
r sources of financing which may not be availabl
a e.
Our inability to fund these advances could result in a termination event under the applicable servicing agreement, an event of
default under the advance facilities and a breach of our purchase agreement with the third-party investors. Our inability to fund
these advance requests could adversely affe
f ct our business, financial condition and results of operations.
Our counterparties may
a terminatet our servicing
i
righ
i
ts and subservicing
i
contra
t
cts.
t
The owners of the loans we service and the primary
r servicers of the loans we subservi
r ce may, under certain circumstances,
terminate our MSRs or subservicing contracts, respectively.
Agency Servicing: We are partyt to seller/servicer agreements and/or subj
u ect to guidelines and regulations (collectively,
seller/servicer obligations) with both of the GSEs, FHA and Ginnie Mae. As is standard in the industry,y under the terms of these
seller/servicer agreements, the agencies have the right to terminate us as servicer of the loans we service on their behalf at any
time and also have the right to cause us to sell the MSRs to a third party.
We are subj
u ect to minimum financial eligibility requirements establ
a ished by the Agencies. These minimum financial
requirements, include net worth, capital ratio and/or liquidity criteria in order to set a minimum level of capital needed to
adequa
q
tely absorb potential losses and a minimum amount of liquidity needed to service Agency mortgage loans and MBS and
cover the associated financial obligations and risks. To meet these minimum financial requirements, we are required to maintain
cash and cash equivalents in amounts that could impe
m
de us from growing our business and place us at a competitive
disadvantage in relation to federally chartered banks and certain other financial institutions. These seller/servicer obligations
have financial covenants that include capi
a tal requirements related to tangible net worth.
t
The FHFA and Ginnie Mae updated
their minimum financial eligibility requirements for GSE seller/servicers and Ginnie Mae issuers to modify the definitions of
tangible net wortht and eligible liquidity,y modify their minimum standard measurement and include a new risk-based capi
a tal
ratio, among other changes. While we are currently in compliance with these updated requirements, to the extent that these
capital and liqui
q dity requirements are not met, the applicable agency may suspend or terminate these agreements, which would
prohibit us from further servicing these specific types of mortgage loans or being an approved servicer. If we are unable to meet
these capi
a tal and liquidity requirements, this could adversely affe
f ct our business, financial condition and results of operations.
Subservicing: Our subs
u
ervi
r cing portfolio is highly concentrated with a small numbe
m
r of parties who may elect to transfer
f
their
subservi
r cing relationship to othe
t
r counterparties or may go out of business. As of Decembe
m
r 31, 2024, 93% of our subs
u
ervicing
portfolio is with 7 counterparties. Under our subservi
r cing contra
t cts, the primary servicers for which we conduct subs
u
ervi
r cing

13 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
activities have the right to terminate our subservicing contracts with or without cause, with limited notice and with no
termination fee upon a change of control. Entering into additional subs
u
ervicing contracts will expose us to similar risks with
new counterparties.
If our servicing rights or subs
u
ervicing contracts are terminated on a material portion of our servicing portfolio, this could
adversely affe
f ct our business, financial condition and results of operations.
We couldl have a downgrade in our servicer ratings.s
Standard & Poor’s and Fitch rate us as a residential loan servicer. Favorable ratings from these agencies are impor
m
tant to the
conduct of our loan servicing business. Downgrades in servicer ratings could:
•
adversely affe
f ct our ability to finance servicing advances and maintain our status
t
as an approved servicer by Fannie
Mae, Freddie Mac, Ginnie Mae, and other investors;
•
lead to the early termination of existing advance facilities and affe
f ct the terms and availabi
a lity of advance facilities that
we may seek in the future;
•
cause our termination as servicer in our servicing agreements that require that we maintain specified servicer ratings;
and
•
further impa
m
ir our ability to consummate future servicing transactions.
Any of the above could adversely affe
f ct our business, financial condition and results of operations.
Originatio
t ns
We may
a not be able to maintain the volumes in our loan origin
g
atio
t ns busine
i
ss, which wouldl adver
d
se
r
ly affe
f ct our ability to
repl
e en
l
ish our servicing
n portfo
t
lio.
The volume of loans funded within our loan originations business is subj
u ect to multiple factors, including changes in interest
rates and availabi
a lity of government programs. Volume in our originations business is based on the refinancing of existing
mortgage loans that we service, which is highly dependent on interest rates and other macroeconomic factors, and originations
through our Correspondent channel.
•
Our loan origination volume may decline if interest rates increase, if government programs terminate and are not
replaced with similar programs or if we cannot replace this volume with othe
t
r loan origination channels such as
Correspondent, new customer acquisitions or purchase money loans. Any such slowdown may materially decrease the
numbe
m
r and volume of mortgages we originate. As interest rates have rapi
a dly risen, our refinancing volumes have
significantly decreased as fewer consumers are incentivized to refinance their mortgages. As a result, our Originations
revenues have decreased subs
u
tantially.
•
We acquire the majo
a rity of our new customers through our Correspondent or bulk channels and, as such, these
customers may choose their original lender when looking to refinance or purchase a new home. In a lower interest rate
environment, this could caus
a
e a material decrease in our retention measures, which could result in increased
amortization without a corresponding increase in origination earn
a
ings.
•
In addition, consumers are increasingly completing the mortgage process using online and/or digital tools. The
prolifer
f ation of these tools and their ease of use may present challenges in retaining and attracting new loan applicants
if we are unabl
a e to effe
f ctively impl
m ement new technology-driven products and services as quickly as competitors or be
successful in marketing these products and services to consumers. Additionally,y newer market participants, ofte
f n called
“disrupt
u ors,” are reinventing aspects of the mortgage loan industry and capturing profit
f pools historically collected by
existing market participants. As a result, the lending industry could become even more competitive if new market
participants are successful
f
in capt
a ur
t
ing market share from existing market participants such as ourselves.
If we are unable to maintain our loan originations volume, our business, financial condition and results of operations could be
adversely affe
f cted.
We may
a be required to indemnifyf or repu
e
rchase loans we sold,d or will
i
sell, if these loans fail to meet certain criter
t
ia or
characterist
i ic
t s or under othe
t
r circ
i
umstan
t
ces
e .
The indentur
t
es governing our securitized pools of loans and our contracts with purchasers of our whole loans contain
provisions that require us to indemnify
f or repurchase the related loans under certain circumstances. While our contracts vary,y
they contain provisions that require us to repurchase loans if:f
•
our representations and warranties concerni
r ng loan quality and loan circumstances are inaccurate, including
representations concerni
r ng the licensing of a mortgage broker;
•
we fail to secure adequate mortgage insurance within a certain period afte
f r closing;
•
a mortgage insurance provider denies coverage;

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
14
•
we fail to comply,y at the individual loan level or othe
t
rwise, with regulatory requirements in the current dynamic
regulatory environment; or
•
the customer fails to make certain initial loan payments due to the purchaser, or terminates empl
m oyment between the
time validation is performed and the time the loan funds.
We are subj
u ect to repurchase claims and may continue to receive claims in the future. If we are required to indemnify
f or
repurchase loans that we originate or have previously originated and sell or securitize that result in losses that exceed our
reserve, this could adversely affe
f ct our business, financial condition and results of operations.
We are high
i
ly depe
e
nden
d
t upon loan progra
g
ms admi
d
ni
i
st
i er
t
ed by Fannie Mae, Freddi
d e Mac, the Federal Housing
n
Admin
d
istratio
t n, the Depa
e
rtme
t
nt of Veterans Affa
f
irs,
r
the US Depar
e
tment of Ag
f
riculture and Ginni
i
e Mae (colle
l ctiv
t ely,
l
the
“Agencies”)
” to generate revenues through
g
mortga
t
ge
a
loan sales to institu
t
tional investors.
There are various proposals which deal with GSE reform, including winding down the GSEs and reducing or eliminating over
time the role of the GSEs in guaranteeing mortgages and providing funding for mortgage loans, as well as proposals to
impl
m ement reforms relating to customers, lenders and investors in the mortgage market, including reducing the maximum size
of loans that the GSEs can guarantee, phasing in a minimum down payment requirement for customers, impr
m
oving underwr
r
iting
standards and increasing accountabi
a lity and transparency in the securitization process. Further, it is anticipated that the Trum
r
p
m
Administration will seek to privatize the GSEs. Therefor
f
e, uncertainty remains regarding the future of the GSE’s, including
with respect to the duration of conserva
r
torship, the extent of their roles in the market and what forms they will have, and
whethe
t
r they will be government agencies, government-sponsored agencies or private for-profit
f
entities. The extent and timing
of any regulatory reform regarding the GSEs and the U.S. housing finance market, as well as any effe
f ct on our business
operations and financial results, are uncertain. It is not yet possible to determine whethe
t
r such proposals will be enacted and, if
so, when, what form any final legislation or policies might take or how proposals, legislation or policies may impa
m
ct our
business.
Our ability to generate revenues through mortgage loan sales to institutional investors depends to a signific
f ant degree on
programs administered by the Agencies that facilitate the issuance of mortgage-backed securities in the secondary
r market.
These Agencies play a critical role in the residential mortgage industry,y and we have significant business relationships with
many of them. Almost all of the confor
f
ming loans we originate qualify
f under existing standards for inclusion in guaranteed
mortgage securities backed by one of these Agencies. We also derive other material financial benefits from these relationships,
including the assumption of credit risk on loans included in such mortgage securities in exchange for our payment of guarantee
fees and the ability to avoid certain loan inventory
r finance costs through streamlined loan funding and sale procedures. If it is
not possible for us to complete the sale or securitization of certain of our mortgage loans due to changes in Agency programs,
we may lack liquidity under our mortgage financing facilities to continue to fund mortgage loans, and our revenues and margins
on new loan originations would be materially and negatively impa
m
cted.
Our GNMA loan portfolio may experience higher default risk as these loans typi
y cally have high Loan to Value Ratios (LTV
L
). In
case of defaul
a t, we may not recover all servicing expenses and experience losses due to limited collateral value. The loss can be
higher if there is any structur
t
al damage to the property due to natural disasters such as floods, fire, hurricanes and other
environmental factors from climate change. A requirement of FHA is to convey property in habi
a tabl
a e condition, and damage
from natural hazards may require us to repair properties to conveyable condition. Our loan originations business may not be
able to sell these loans, and we may not recover all our capi
a tal which leads to higher losses. Additionally,y we may not be able to
recover all expenses related to damage caused by water and wind. Inflationary pressures may limit a customer’s disposable
income which may lead to additional incumbrances on title, impe
m
ding our foreclosure effo
f
rts. Our REO portfolio from
foreclosed government loans, may experience higher losses due to declines in market value and extended sale timelines. This
may occur due to multiple factors beyond our control, such as higher interest rates, which would limit a potential buyer’s
capacity to purchase, inflationary pressure limiting surplus cash or economic deterioration of local neighborhoods where
properties are located. Our servicing business may experience higher advance requirements, increasing our interest expense cost
from credit lines.
We are largely reliant on Agency MBS issuances to sell the loans that we originate. In recent years, the Agencies have instituted
periodic limits on produc
d
ts such as investor properties, second homes, and products with multiple risk characteristics such as
customers with below average credit scores and high LTV. If these periodic limits for purchasing these loans become
permanent, we must find other investors for loans within our pipeline, which may be at a material discount
u
to the expected
pricing.
Any discontinuation of,f or signific
f ant reduction in, the operation of these Agencies or any significant adverse change in the
level of activity in the secondary mortgage market or the underwriting criteria of these Agencies could materially and adversely
affe
f ct our business, liquidity,y financial position and results of operations.
Our second lien originatio
t ns have high
i
er market risk
i
.k
We have increased the volume of second lien originations to our existing servicing customers. Second liens are sold via whole

15 Mr.r Cooper Group Inc. - 2024 Annu
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al Report on Form 10-K
loan sales to non-Agency investors, or through securitizations. If a market disrupt
r
ion occurs due to a lack of liquidity for
residential non-Agency loans or from an increase in credit losses on second liens, we may not be able to sell these whole loans,
or we may be required to sell the whole loans at a signific
f ant loss. Additionally,y the purchasers of these loans may experience
their own financial disrup
r
tion and no longer be willing to invest in whole loan second liens. Any of these occurrences could
materially and adversely affe
f ct our business, liquidity,y financial position and results of operations in Originations.
Corporate/
t Ot
/
he
t
r
Our Real Estate exchange
n
busine
i
ss is impa
m
cted
t
by delays
a
in foreclos
l
ure sales, as well as economic slow
l
downs and
recessions.
The foreclosure moratoriums instituted during the COVID-19 pandemic have impa
m
cted and are continuing to impa
m
ct our REO
exchange business. The Exchange business consists of the Xome.com auction platform that provides effi
f cient execution for
sales of foreclosed properties. States, agencies and regulators have previously issued forbearance programs and placed a
moratorium on foreclosures and evictions. Many of the measures have been lifted; however, there has been a delay in the
selling of FHA foreclosed properties, which adversely impa
m
cts our REO exchange revenues. An economic slowdown, recession,
or declining consumer confid
f ence in the economy
m could have a mate
a rial adverse effe
f ct on values of residential real estate
properties. The volume of residential real estate transactions is highly variable which is primarily affe
f cted by the average price
of real estate sales, the availabi
a lity of funds to finance purchases, mortgage interest rates, consumer confid
f ence in the economy
m
and general economic factors affe
f cting the real estate markets. A decline in real estate transactions could materially and
adversely affe
f ct our REO exchange business.
General Business & Operational Risks
We may
a not be successful
f
in impl
m em
l
enting certai
t n
i
stra
t
tegi
e ci initiatives.
Certain strategic initiatives, which we discuss in our MD&A, are designed to impr
m
ove our results of operations and drive long-
term stockholder value.
There is no assurance that we will be able to successful
f ly impl
m ement these strategic initiatives, that we will be able to realize all
of the projected benefits of our plans or that we will be able to compete successful
f ly in new markets and our effo
f
rts may be
more expensive and time consuming than we expect, which could adversely affe
f ct our business, financial condition and results
of operations.
Technology
o
failures or cyber-atta
t cks
k agains
i
t us or our vendorsr couldl damage
a
our busine
i
ss operations,s and new laws and
regu
e
lations couldl increase our costs.
t
The business industry as a whole is characterized by rapi
a dly changing technologies, system disrup
r
tions and failures caus
a
ed by
fire, power loss, telecommuni
m
cations failures, system misuse, unauthorized intrus
r
ion (cyber-attack), computer viruses and
disabling devices, natural disasters, health pandemics and othe
t
r similar events that may interrupt
u
or delay our ability to provide
services to our customers. As a part of conducting business, we receive, transmit and store a large volume of personally
identifia
f bl
a e information and other user data. Additionally,y Xome, which utilizes a real estate auction website, is reliant on
information technology networks and systems to securely process, transmit and store sensitive electronic information.
Cybersecurity risks for the financial services industry have increased significantly in recent years due to new technologies, the
reliance on technology to conduct financial transactions and the increased sophistication of organized crime and hackers. Those
parties also may attempt to misrepresent personal or financial information to obtain loans or othe
t
r financial produc
d
ts from us or
attempt to fraud
a
ulently induce empl
m oyees, customers, or othe
t
r users of our systems to disclose confid
f ential information in order
to gain access to our data or that of our customers. Additionally, cyberattacks on financial institutions are increasingly
becoming a tactical risk of modern warfar
f e. Cyberattacks perfor
f
med as an act of war are typically excluded from insurance
coverage and could result in material financial loss to the organization with limited recourse from insurance providers. We and
others in our industry are regularly the subj
u ect of attempts by attackers to gain unaut
a horized access to our networks, systems,
and data, or to obtain, change, or destroy confid
f ential data (including personal identifying information of individuals) through a
variety of means, including computer viruses, malware, phishing, ransomware and other attack vectors. These attacks may
result in unaut
a hor
t
ized individuals obtaining access to our confid
f ential information or that of our customers, or otherwise
accessing, damaging, or disrupt
r
ing our systems or infrastructur
t
e. In particular, as previously disclosed, on October 31, 2023, we
experienced a cybersecurity incident in which an unaut
a horized third party gained access to certain of our technology systems
and obtained personal information relating to substantially all of our current and former customers.
In addition, to access our products and services, including our Home Intelligence app, our customers may use personal
smartphones, tablet PCs, and other mobile devices that are beyond our control systems. Third parties with which we do
business or that facilitate our business activities or vendors that provide services or security solutions for our operations could
also be sources of operational risk and information security risk to us, including from cyber-attacks, information breaches or
loss, breakdowns, disrup
r
tions or failures of their own systems or infrastruc
r
ture, or any deficiencies in the perfor
f
mance of their
responsibilities. Additional security breaches, acts of vandalism and developments in computer intrus
r
ion capabilities could
cause our financial, accounting, data processing or other operating systems and facilities to fail to operate properly or become

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
16
disabled and could result in a compromise or breach of the technology that we or our vendors use to protect our customers’
personal information and transaction data.
Despite our effo
f
rts to ensure the integrity of our systems, it is possible that we may not be able to anticipate or impl
m ement
effe
f ctive preventive measures against additional internal and external security breaches, especially because the techniques used
change frequently,y are becoming more sophisticated and are not recognized until launched, and because security attacks can
originate from a wide variety of sources. This is especially applicable in the shiftf to having most of our team members work in
a home-centric environment, as our team members access our secure networks
r
through their home networks
r
. These risks may
increase in the future as we continue to increase our reliance on telecommunication technologies (including mobile devices),
the internet and use of web-based product offe
f rings.
While we have impl
m emented policies and procedur
d
es designed to help mitigate cybersecurity risks and cyber intrus
r
ions, there
can be no assurance that cyber intrus
r
ions, whether external or internal, will not occur. An additional successful
f
penetration or
circumvention of the security of our or our vendors’ systems or a defect in the integrity of our or our vendors’ systems or
cybersecurity could caus
a
e serious negative conseque
q
nces for our business, including signific
f ant disrupt
r
ion of our operations,
misappropriation of our confid
f ential information or that of our customers, or damage to our computers or operating systems and
to those of our customers and counterparties. Any of the foregoing events could result in violations of applicable privacy and
other laws, financial loss to us or to our customers, loss of confid
f ence in our security measures, customer dissatisfac
f
tion,
significant litigation exposure and harm to our reputation, all of which could adversely affe
f ct our business, financial condition
and results of operations. This risk is enhanced in certain jurisdictions with stringent data privacy laws. For exampl
m e, several
states have data privacy rights for consumers that include statut
t ory damages frameworks and private rights of action against
business that fail to comply with certain terms or impl
m ement reasonabl
a e security procedur
d
es and practices to prevent data
breaches. Many other states are currently considering similar legislation, and there remains increased interest at the federal level
as well. Additionally, while we have obtained insurance to cover us against certain cybe
y
rsecurity risks and information theft,
f
there can be no guarantee that all losses will be covered or that the insurance limits will be suffic
f ient to cover such losses.
In addition, increasing attention is being paid by the media, regulators and legislators to matters relating to cybersecurity,y and
regulators and legislators may enact laws or regulations regarding cybersecurity. New laws and regulations could result in
significant compliance costs, which may adversely affe
f ct our cash flows and net income.
Our capi
a ta
i l investmentst in technology
o
may
a not achieve anticipated
t
returns.
Our business is becoming increasingly reliant on technology investments, and the returns on these investments are less
predictabl
a e. We are currently making, and will continue to make, signific
f ant technology investments to suppo
u
rt our originations
and servicing offe
f rings by impl
m ementing impr
m
ovements to our customer-facing technology and evolving our information
processes and computer systems to run our business more effi
f ciently and remain competitive and relevant to our customers.
Additionally,y we have sold certain intellectua
t
l property rights related to our proprietary,y cloud-based technology platform for
mortgage servicing and received an equity stake in the buyer. These technology initiatives might not provide the anticipated
benefits or may provide them on a delayed schedule or at a higher cost. We must monitor and choose the right investments and
impl
m ement them at the right pace. Failing to make the best investments or making an investment commitment significantly
above or below our needs could result in the loss of our competitive position and adversely impa
m
ct our financial condition and
results of operations.
We and our vendors have operations in India that couldl be adver
d
se
r
ly affe
f cted
t
by change
n
s in politic
i
al or economic stab
t
ility or
by governm
r
ent policies.
We currently have operations located in India, which may be subj
u ect to political and social instability and may lack the
infrastructur
t
e to withstand political unrest or natural disasters. The political or regulatory climate in the United States, or
elsewhere, also could change so that it would not be lawful
f
or practical for us to use international operations in the manner in
which we currently use them. If we or our vendors had to curtail or cease operations in India and transfer
f
some or all of these
operations to anothe
t
r geograph
a
ic area, we would incur signific
f ant transition costs as well as higher future overhe
r
ad costs that
could materially and adversely affe
f ct our results of operations. In many foreign countri
t es, particularly in those with developing
economies, it may be common to engage in business practices that are prohibited by laws and regulations applicable to us, such
as The Foreign Corrupt
r
Practices Act of 1977, as amended (“FCPA”). Any violations of the FCPA or local anti-corrupt
u ion laws
by us, our subs
u
idiaries or our local agents could have an adverse effe
f ct on our business and reputation and result in subs
u
tantial
financial penalties or other sanctions.
Our vendor
d
relationships subject us to a varietyt of risk
i
s.
k
We have significant vendors that, among othe
t
r things, provide us with financial, technology and other services to supp
u
ort our
businesses. With respect to vendors engaged to perfor
f
m activities required by the applicable servicing criteria, we assess
compliance with the applicable servicing criteria for the applicable vendor (or in certain cases require vendors to provide their
own assessments and attestations) and are required to have procedures in place to provide reasonabl
a e assurance that the
vendor’s activities comply in all material respects with servicing criteria applicable to the vendor. In the event that a vendor’s
activities do not comply with the servicing criteria, it could negatively impa
m
ct our servicing agreements. Additionally, key

17 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
vendors may misuse our data which could expose our customers to unauthorized transactions or othe
t
r potential adverse events,
which may adversely affe
f ct our business and reputation. In addition, if our current vendors were to stop providing services to us
on acceptabl
a e terms, including as a result of one or more vendor bankrupt
u cies, we may be unable to procure alternatives from
other vendors in a timely and effi
f cient manner and on acceptable terms, or at all. Furthe
t
r, we may incur signific
f ant costs to
resolve any such disrupt
r
ions in service and this could adversely affe
f ct our business, financial condition and results of
operations.
We couldl have, appe
p
ar to have or be alle
l ge
e
d to have conflic
f
ts of interest with
i
Xome.e
Xome provides services to us which could create, appear to create or be alleged to create conflic
f
ts of interest. By obtaining
services from a subs
u
idiary,y there is risk of possible claims of collusion or claims that such services are not provided by Xome
upon market terms. We have adopted policies, procedur
d
es and practices that are designed to identify
f and address conflic
f
ts of
interest. In addition, we undertake practices to identify
f and deal with potential confli
f cts. Furthe
t
r, we have engaged an
independent third party to conduct a pricing study
t
in an attempt to ensure that the fees charged are customary
r and reasonabl
a e.
However, there can be no assurance that such measures will be effe
f ctive in eliminating all conflic
f
ts of interest or that third
parties will refrain from making such allegations. Appropriately identifyi
f ng and dealing with conflic
f
ts of interest is complex
and diffic
f ult, and our reputation, which is one of our most impo
m
rtant assets, could be damaged and the willingness of
counterparties to enter into transactions with us may be affe
f cted if we fail, or appear to fail, to identify,
f
disclose and deal
appropriately with conflic
f
ts of interest. In addition, potential or perceived conflic
f
ts could give rise to litigation or regulatory
enforcement actions.
Our risk
i
manage
a
ment policies and procedures may
a not be effe
f ctiv
t e.
Our risk management framework seeks to mitigate risk and appropriately balance risk and return. We have established policies
and procedur
d
es intended to identify,
f
monitor and manage the type
y
s of risk to which we are subj
u ect, including credit risk, market
and interest rate risk, liquidity risk, cyber risk, regulatory,
r
legal and reputational risk. Although we have devoted significant
resources to develop our risk management policies and procedur
d
es and expect to continue to do so in the future, these policies
and procedur
d
es, as well as our risk management techniques such as our hedging strategies, may not be fully effe
f ctive. There
may also be risks that exist, or that develop in the future, that we have not appropriately anticipated, identifie
f d or mitigated. As
regulations and markets in which we operate continue to evolve, our risk management framework
r may not always keep
suffic
f ient pace with those changes. If our risk management framework does not effe
f ctively identify
f or mitigate our risks, we
could suffer
f
unexpected losses and could be materially adversely affe
f cted.
Our busine
i
ss couldl suff
u er
f
if we fail to attr
t act, or retain, high
i
ly skilled empl
m oy
l
ees and change
n
s in our executive manage
a
ment
team may
a be disr
i uptive to our busine
i
ss.
Our future success will depend on our ability to identify,
f
hire, develop, motivate and retain highly qualifie
f d personnel for all
areas of our organization. Many of the companies with which we compete for experienced empl
m oyees are large banks who have
greater resources than we have and may be able to offe
f r more attractive terms of empl
m oyment. In addition, we invest signific
f ant
time and expense in training our empl
m oyees, which increases their value to competitors who may seek to recrui
r t them. We may
not be able to attract, develop and maintain an adequate skilled workforce necessary to operate our businesses and labor
a
expenses may increase as a result of a shortage in the suppl
u
y of qualifie
f d personnel. If we are unabl
a e to attract and retain such
personnel, we may not be able to take advantage of acquisitions and other growth opportun
t
ities that may be presented to us and
this could materially affe
f ct our business, financial condition and results of operations. From time to time, we may have staffi
f ng
reductions and may be exposed to unanticipated conseque
q
nces of our staffi
f ng reductions, including attrition beyond the planned
reductions, increased diffic
f ulties in our day-to-day operations, including a loss of continuity,y loss of accumul
m ated knowledge
and/or effi
f ciency,y reduced empl
m oyee morale and reduced ability to attract and retain qualifie
f d personnel. Empl
m oyees who were
not affe
f cted by our planned staffi
f ng reductions may seek alternate empl
m oyment, which may harm our produc
d
tivity.
Additionally,y the experience of our executive management team is a valuable asset to us. Our executive management team has
significant experience in the residential loan originations and servicing industry
r and would be diffic
f ult to replace. Disrupt
r
ions
in management continuity could result in operational or administrative ineffi
f ciencies and added costs, which could adversely
impa
m
ct our results of operations and stock price, and may make recrui
r ting for future management positions more diffic
f ult or
costly.
Nega
e
tive public
l
opinion couldl damage
a
our repu
e
tation and adve
d
rselyl affe
f ct our busine
i
ss.
Reputational risk, or the risk to our business, earni
r ngs and capi
a tal from negative public opinion, is inherent in our business.
Negative public opinion can result from our actua
t
l or alleged conduct in any numbe
m
r of activities, including lending and debt
collection practices, technology failures, cyber attacks, corporate governance, and actions taken by government regulators and
communi
m
ty organizations in response to those activities. Negative public opinion can also result from media coverage, whether
accurate or not. Additionally,y the prolifer
f ation of social media websites as well as the personal use of social media by our
empl
m oyees and others, including personal blogs and social network profile
f
s, also may increase the risk that negative,
inappropriate or unaut
a horized information may be posted or released publ
u icly that could harm our reputation or have other
negative consequences, including as a result of our empl
m oyees interacting with our customers in an unaut
a horized manner in
various social media outlets.

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
18
Our reputation may also be negatively impa
m
cted by our environmental, social and governance (“ESG”) practices and
disclosures, including climate change practices and disclosures. In addition, various private third-party organizations have
developed ratings processes for evaluating companies on their approach to ESG matters. These third party ESG ratings may be
used by some investors to assist with their investment and voting decisions. Any unfavorabl
a e ESG ratings may lead to
reputational damage and negative sentiment among our investors and other stakeholders. Conversely,y anti-ESG sentiment has
gained momentum
t
across the U.S., with several states having enacted or proposed “anti-ESG” policies, legislation or issued
related legal opinions. Because ESG practices are not universally agreed upon or accepted by investors, our disclosure of ESG
practices could attract opposition from certain investors.
These factors could impa
m
ir our working relationships with government agencies and investors, expose us to litigation and
regulatory action, negatively affe
f ct our ability to attract and retain customers and empl
m oyees, and adversely affe
f ct our results of
operations.
Issues related to the developm
l
ent and use of artifif cial intelligence (AI) couldl give rise
i
to legal
e
and/or
/
regu
e
latory action,
damage
a
our repu
e
tation or othe
t
rwise material
i ly
l
harm our busine
i
ss.s
We currently incorporate generative AI driven automation in our call centers in a coaching platform that enables our team
members in Servicing, and Originations to be more produc
d
tive with our customers. We also developed a mortgage-centric AI
platform that we use to analyze, bid and onboa
n
rd loan portfolios that we use internally and market to third parties. Our research
and development of such technology remains ongoing, and we may begin to use AI in othe
t
r areas in our business operations. AI
presents risks, challenges, and unintended conseque
q
nces that could affe
f ct our and our customers’ adoption and use of this
technology. AI algorithms and training methodologies may be flawed. Additionally, AI technologies are complex and rapi
a dly
evolving. While we aim to develop and use AI responsibly and attempt to identify
f and mitigate ethical and legal issues
presented by its use, we may be unsuccessful
f
in identifyi
f ng or resolving issues before they arise. AI-related issues, deficiencies
and/or failures could (i) give rise to legal and/or regulatory action, including as a result of new applications of existing data
protection, privacy,y intellectua
t
l property,y and other laws; (ii) damage our reputation; or (iii) otherwise materially harm our
business.
Laps
a
es in disc
i
losure contro
t
ls and procedures or internal contro
t
l over fina
i
ncial repo
e
rtin
t
g
n couldl material
i ly
l
and adver
d
se
r
ly
affe
f ct our operatio
t ns,s profita
f
bility
i
or repu
e
tation.
Our disclosure contro
t
ls and procedur
d
es may not be effe
f ctive in every
r circumstance. Similarly, we may experience a material
weakness or significant deficiency in internal contro
t
l over financial reporting. Any laps
a
es or deficiencies may materially and
adversely affe
f ct our business and results of operations or financial condition, restrict our ability to access the capi
a tal markets,
require us to spend signific
f ant resources to correct the laps
a
es or deficiencies, expose us to regulatory
r or legal proceedings,
subject us to fines, penalties or judgments, harm our reputation, or otherwise cause a decline in investor confid
f ence.
Our busine
i
ss is subject to the risk
i
s
k of earthq
t
uakes, hurrica
i
nes, fire
i
s, floo
l
ds,s health
l
pandemics and othe
t
r natural
catastro
t
ph
o
ic events.
t
Earthquakes, hurricanes, fires, floods, health pandemics, and similar events could have a material adverse effe
f ct on the macro
economy
m and affe
f ct our loan servicing costs, increase our servicing advances, increase servicing defaul
a ts and negatively affe
f ct
the value of our MSRs and loans in our pipeline.
Regulatory,y Compliance and Legal Risks
We operate with
i
in a high
i
ly regu
e
lated industry
t
on federal, stat
t et and local levelsl and our busine
i
ss
e
results are sign
i
ific
f antly
impac
m
ted by the laws and regu
e
lations to which we are subject
j
,t as well as scrutiny
i
from governmental or regu
e
latory agencies.
Our businesses are subj
u ect to extensive, complex and comprehensive regulation under federal, state and local laws in the United
States, as well as governmental scrutiny from regulators and law enforcement agencies. These laws, regulations and
governmental inquiries can significantly affe
f ct the way that we do business, can restri
t ct the scope of our existing businesses,
limit our ability to expand our produc
d
t offe
f rings or to pursue acqui
q sitions, or can make our costs to service or originate loans
a
higher, which could impa
m
ct our financial results.
Federal, state and local governments have proposed or enacted numerous laws, regulations and rules related to mortgage loans
and registered investment advisors. Due to the highly regulated nature of the residential mortgage industry,
r
we are required to
comply with a wide array of federal, state and local laws and regulations that regulate, among othe
t
r things, the manner in which
we conduct our servicing, originations and ancillary business, including Xome and Roosevelt Management Company, and the
fees we may charge. These regulations directly impa
m
ct our business and require constant compliance, which includes enhancing
our compliance program, procedures and controls, monitoring and internal and external audits. A failure in maintaining an
effe
f ctive compliance program or a material failure to comply with any of these laws or regulations could subj
u ect us to lawsuits
or governm
r
ental actions, which could materially adversely affe
f ct our business, financial condition and results of operations. In
addition, there continue to be changes in legislation and licensing, which require technology changes and additional
impl
m ementation costs for loan originators and new state and federal privacy legislation could impa
m
ct mortgage operations,

19 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
marketing, and data governance. We expect legislative changes will continue in the foreseeable future, which may increase our
operating expenses. Furthe
t
rmore, there continue to be changes in state laws that are adverse to mortgage servicers that increase
costs and operational complexity of our business and impos
m
e signific
f ant penalties for violation. Any of these changes in law
could adversely affe
f ct our business, financial condition and results of operations.
Regulatory requirements or changes to existing requirements that the CFPB or othe
t
r federal or state agencies, including HUD
and the FCC, related to our business may result in increased compliance and operational costs and impa
m
ir the profita
f
bi
a lity of
such business. For exampl
m e, the CFPB has proposed signific
f ant changes to Regulation X, which governs
r
mortgage servicing
rules. Key proposed changes include (i) significant limited English profic
f iency requirements that include the translation of all
servicing documents into the top five languages and loans to be serviced in the same language that is used in marketing to the
customer in the loan origination, (ii) new loss mitigation framework including earlier customer protections and foreclosure
protections and (iii) enhancements to loss mitigation notices. The proposed changes may increase operational complexity,y
require signific
f ant adju
d stments to our existing processes and systems and expose us to increased legal and compliance risks.
Even if impl
m ementation of the final rule is ultimately impa
m
cted by the change in Presidential administration, the focus will
likely shiftf to state regulatory enforcement which will trigger a change management review of the Company’s existing
processes, contro
t
ls and testing environment. In addition, the authority of state attorneys general to bring actions to enforce
federal consumer protection legislation, as a result of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010
(“Dodd-Frank Act”), could be expanded and we could be subj
u ect to additional state lawsuits and enforcement actions, thereby
further increasing our legal and compliance costs. The cumulative effe
f ct of these changes could result in a material impa
m
ct on
our earnings. The impl
m ementation of the originations and servicing rules by the CFPB and/or state regulators and their
continuing examinations of our business, could increase our regulatory compliance burden and associated costs and place
restrictions on our operations, which could in turn adversely affe
f ct our business, financial condition and results of operations.
Additionally,y the CFPB is generally increasing its scrutiny of fee-based business models and so-called “junk fees," fair lending
and servicing, and potential misuse of consumer data - all of which could subj
u ect us to additional rules or supe
u
rvisory
r or
enforcement scrutiny. In addition, our sub-
u
servicing of loans for federally regulated depositories creates indirect regulatory risk
with the OCC, FDIC, and the U.S. Federal Reserve. Recent enforcement actions by these regulators over competitors in the
mortgage servicing business increases our risks with both the CFPB and state regulatory
r agencies and indirectly through our
subs
u
ervicing business partners.
We could be subj
u ect to additional regulatory requirements or changes under the Dodd-Frank Act beyond those currently
proposed, adopted or contempl
m ated. There also continues to be discussion of potential GSE reform which would likely affe
f ct
markets for mortgages and mortgage securities in ways that cannot be predicted. In addition, FHFA initiatives may be
impl
m emented by the GSEs that could materially affe
f ct the market for conventional and/or government insured loans. Further, on
November 3, 2023, the Financial Stability Oversight Council (the “FSOC”) approved final versions of a new analytic
framework for financial stability risks and updated guidance on the FSOC’s nonbank financial company determinations
process. The updated guidance for Nonbank Financial Company Determinations sets fortht the FSOC’s procedur
d
es for
considering whether to designate a nonbank financial company for Federal Reserve supe
u
rvision and prud
r
ential standards under
section 113 of the Dodd-Frank Act. To date, the FSOC has used this authority sparingly, but there is no guarantee that it will
continue to do so.
Individual states have also been active in regulatory
r enforcement, as have other regulatory organizations such as the Multi-State
Mortgage Committee, as well as various state Attorneys General. We also believe there has been a shiftf among certain
regulators towards a broader view of the scope of regulatory
r oversight responsibilities with respect to mortgage originators and
servicers. In addition to their traditional focus on consumer protection laws, licensing and examination matters, certain
regulators have begun to make observations, recommendations or demands with respect to such areas as corporate governance,
low-to-moderate income lending requirements, safety and soundness, and risk and compliance management.
Certain regulators took steps to block the acquisition of MSRs by one of our competitors. It is possible that we could become
subject to similar actions with respect to our acquisition of MSRs or other key business operations such as entering into
subs
u
ervi
r cing contra
t cts. Additionally,y as the largest mortgage servicer, we could be subj
u ect to concentration limits from Fannie
Mae, Freddie Mac, or Ginnie Mae, which could further limit our ability to acquire new MSRs or enter into new subservicing
contra
t cts. All of which could adversely affe
f ct our business, financial condition and results of operations.
The influx of new laws, regulations, and other directives adopted in response to the COVID-19 pandemic exempl
m ifie
f s the ever-
changing and increasingly complex regulatory landscape we operate in. While some regulatory reactions to COVID-19 may
have relaxed certain compliance obligations (e.g., relaxing work location requirements for loan personnel working remotely
during COVID-19 emergency declarations) other updates related to servicing delinquent mortgages and providing new
mortgage assistance programs have subs
u
tantially increased mortgage servicers responsibilities and risks. While some regulators
have granted permanent ability to work away from a licensed location, those that have not may determine that prior leniency
surrounding work locations may no longer apply. We have received inquiries from various federal and state lawmakers,
attorneys general and regulators seeking information on our COVID-19 response and its impa
m
ct on our business, team
members, and clients. Future regulatory scrutiny and enforcement resulting from COVID-19 is unknown.

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
20
We are subject to numerous lega
e
l proceeding
i
s,
g
federal, stat
t et or local governmental
t
examinatio
t ns and enfo
n
rcement
investigatio
t ns. Some of these matters are high
i
ly complex
e and slow
l
to develop,
l
and results are diff
i ic
f ultl to predic
d t or estimate.e
Lega
e
l Proc
r
eedings: We are routinely and currently involved in a signific
f ant number of legal proceedings concerni
r ng matters
that arise in the ordinary course of our business. There is no assurance that the numbe
m
r of legal proceedings will not increase in
the future, including certifie
f d class or mass actions. These legal proceedings range from actions involving a single plaintifff to
putative class action lawsuits. These actions and proceedings are generally based on alleged violations of consumer protection,
securities, empl
m oyment, contract, tort, common law fraud and numerous other laws, including, but not limited to, the Equal
Credit Opportun
t
ity Act, Fair Debt Collection Practices Act, Fair Credit Reporting Act, Gramm-Leach-Bliley Act, Real Estate
Settlement Procedures Act, National Housing Act, Homeowners Protection Act, Service Member’s Civil Relief Act, Telephone
Consumer Protection Act, Trut
r h in Lending Act, Financial Institut
t ions Reform, Recovery,y and Enforcement Act of 1989, unfair,
deceptive or abusive acts or practices in violation of the Dodd-Frank Act, the Securities Act of 1933, the Securities Exchange
Act of 1934, the Home Mortgage Disclosure Act, the Bankrupt
u cy Code, False Claims Act and the CARES Act. Additionally,y
along with others in our industry, we are subj
u ect to repurchase and indemnific
f ation claims and may continue to receive claims
in the future, regarding alleged breaches of representations and warranties relating to the sale of mortgage loans, the placement
of mortgage loans into securitization trus
r
ts or the servicing of mortgage loan securitizations. We are also subj
u ect to legal actions
or proceedings related to loss sharing and indemnific
f ation provisions of our various acquisitions. Additionally,y third parties may
assert claims against us that our content, website processes or software applications infringe their intellectua
t
l property rights.
Certain of the pending or threatened legal proceedings include claims for substantial compensatory,y punitive and/or, statut
t ory
damages or claims for an indeterminate amount of damages.
Litigation and other proceedings may require that we pay settlement costs, legal fees, damages, including punitive damages,
penalties or othe
t
r charges, or be subj
u ect to inju
n nctive relief affe
f cting our business practices, any or all of which could adversely
affe
f ct our financial results. In particular, ongoing and othe
t
r legal proceedings brought under federal or state consumer
protection statut
t es may result in a separate fine for each violation of the statut
t e, which, particularly in the case of class action
lawsuits, could result in damages subs
u
tantially in excess of the amounts we earned from the underlying activities and that could
have a material adverse effe
f ct on our liquidity,y financial position and results of operations. The costs of responding to the
investigations can be subs
u
tantial.
Regu
e
latory Matters: We operate within highly regulated industries on a federal, state and local level. In the normal and ordinary
course of our business, we are routinely subject to extensive examinations, investigations, subp
u
oenas, inquiries and reviews by
various federal, state and local governmental, regulatory and enforcement agencies, including CFPB, the Securities and
Exchange Commission, the Department of Justice, the Offi
f ce of the Special Inspector General for the Troubl
u ed Asset Relief
Program, the U.S. Department of Housing and Urba
r
n Development, various State mortgage banking regulators and various
State Attorneys General, related to our residential loan servicing and origination practices, our financial reporting and othe
t
r
aspects of our businesses. For exampl
m e, in 2020, we resolved certain legacy regulatory matters with the CFPB, the multi-state
committee of mortgage banking regulators and various State Attorneys General, and the Executive Offi
f ce of the United States
Trus
r
tee, all of which involved findings from examinations and discussions that were completed in 2014 and 2015, and related
to certain loan servicing practices which occurred during 2010 through 2015. Several large mortgage originators or servicers
have been subj
u ect to similar matters, which have resulted in the payment of fines and penalties, changes to business practices
and the entry
r of consent decrees or settlements. The trend of large settlements with governmental entities may adversely affe
f ct
the outcomes for othe
t
r financial institutions, including us. We continue to manage our response to each matter, but it is not
possible for us to reliably predict the outcome of any of them, including predicting any possible losses resulting from any
judgments or fines, which can lead to substantial disparities between legal reserves and subs
u
equent settlements or penalties.
Responding to these matters requires us to devote subs
u
tantial legal and regulatory resources, resulting in higher costs and lower
net cash flows. Adverse results in any of these matters could further increase our operating expenses and reduce our revenues,
require us to change business practices, limit our ability to grow and othe
t
rwise materially and adversely affe
f ct our business,
reputation, financial condition and results of operation. To the extent that an examination or othe
t
r regulatory engagement
reveals a failure by us to comply with applicable law, regulation or licensing requirement this could lead to (i) loss of our
licenses and approvals to engage in our businesses, (ii) damage to our reputation in the industry and loss of client relationships,
(iii) governmental investigations and enforcement actions, (iv) administrative fines and penalties and litigation, (v) civil and
criminal liabi
a lity,y including class action lawsuits, and actions to recover incentive and othe
t
r payments made by governmental
entities, (vi) enhanced compliance requirements, (vii) breaches of covenants and representations under our servicing, debt or
other agreements, (viii) inability to raise capital and (ix) inability to execute on our business strategy. Any of these occurrences
could further increase our operating expenses and reduce our revenues, require us to change business practices and procedur
d
es
and limit our ability to grow or othe
t
rwise materially and adversely affe
f ct our business, reputation, financial condition and
results of operation.
Moreover, regulatory changes establ
a ished under the Dodd-Frank Act, which continue to be expanded, other regulatory changes
such as the CFPB having its own examination and enforcement authority and the “whistleblower” provisions of the Dodd-Frank
Act and guidance on whistleblowing programs issued by the NYDFS could further increase the numbe
m
r of legal and regulatory

21 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
enforcement proceedings against us. In addition, while we take numerous steps to prevent and detect empl
m oyee misconduct,
such as fraud
a
, empl
m oyee misconduct cannot always be deterred or prevented and could subject us to additional liabi
a lity.
We establ
a ish reserves for pending or threatened legal proceedings when it is probable that a liabi
a lity has been incurred and the
amount of such loss can be reasonably estimated. Legal proceedings are inherently uncertain, and our estimates of loss are
based on information availabl
a e at that time. Our estimates may change from time to time for various reasons, including factua
t
l
or legal developments in these matters. There cannot be any assurance that the ultimate resolution of our litigation and
regulatory matters will not involve losses, which may be material, in excess of our recorded accruals or estimates of reasonabl
a y
possible losses.
Unlike competito
t
rs that are national banks,
k
we are subject to stat
t et licensing
i
and operatio
t nal requirements that result in
substantia
t l compliance costs.
t
Because we are not a depository
r institution, we do not benefit from a federal exempt
m ion to state mortgage banking, loan
servicing or debt collection licensing and regulatory requirements. Therefor
f
e, we must comply with individual state licensing
and compliance requirements in all 50 states, the District of Columbia and other U.S. territories, and we are sensitive to
regulatory changes that may increase our costs through stri
t cter licensing laws, disclosure laws or increased fees or that may
impos
m
e conditions to licensing that we or our personnel are unable to meet. In addition, we are subj
u ect to periodic examinations
by state regulators, which can result in refunds to customers of certain fees earned by us, and we may be required to pay
substantial penalties impo
m
sed by state regulators due to compliance erro
r
rs. Future state legislation and changes in existing
regulation may signific
f antly increase our compliance costs or reduce the amount of ancillary revenues, including late fees that
we may charge to customers. This could make our business cost-prohibitive in the affe
f cted state or states and could materially
affe
f ct our business.
Our busine
i
ss wouldl be adverse
r
ly affe
f cted
t
if we lose our licen
i
ses.
Our operations are subj
u ect to regulation, supe
u
rvision and licensing under numerous federal, state and local statut
t es, ordinances
and regulations. In most states in which we operate, a regulatory agency regulates and enforces laws relating to mortgage
servicing companies, mortgage originations companies and real estate brokers and auctioneers. These rules and regulations
generally provide for licensing as a mortgage servicing Company, mortgage originations Company or third-party debt default
specialist, licensed auctioneer, and othe
t
r similar types of requirements as to the form and content of contracts and othe
t
r
documentation, licensing of our empl
m oyees and empl
m oyee hiring background checks, licensing of independent contra
t ctors with
which we contra
t ct, restrictions on certain practices, disclosure and record-keeping requirements and enforcement of customers’
rights. We are subj
u ect to periodic examination by state regulatory authorities.
We believe that we maintain all material licenses and permits required for our current operations and are in substantial
compliance with all applicable federal, state and local laws, rules, regulations and ordinances. We may not be able to maintain
all requisite licenses and permits, and the failure to satisfy those and other regulatory requirements could result in a defaul
a t
under our servicing or other agreements and have a material adverse effe
f ct on our operations. The states that currently do not
provide extensive regulation of our businesses may later choose to do so, and if such states so act, we may not be able to obtain
or maintain all requisite licenses and permits. The failure to satisfy those and othe
t
r regulatory requirements could result in a
defaul
a t under our servicing agreements and have a material adverse effe
f ct on our operations. Furthermore, the adoption of
additional, or the revision of existing, rules and regulations could adversely affe
f ct our business, financial condition and results
of operations.
We may
a incur increased litigatio
t n costst and related losses if a court overturns a foreclos
l
ure or if a loan we are servicing
n
becomes subordin
d
atet to a Home Owners Associatio
t n lien.
We may incur costs if we are required to, or if we elect to, execute or re-file documents or take other action in our capacity as a
servicer in connection with pending or completed foreclosures. In addition, if a court rules that the lien of a Home Owners
Association takes priority over the lien we service, we may incur legal liabi
a lities and costs to defend such actions. If a court
dismisses or overtur
t
ns a foreclosure because of errors or defic
f iencies in the foreclosure process, we may have liabi
a lity to the
loan owner, a customer, title insurer or the purchaser of the property sold in foreclosure. These costs and liabi
a lities may not be
legally or otherwise reimbur
m
sabl
a e to us, particularly to the extent they relate to securitized mortgage loans. A significant
increase in litigation costs could adversely affe
f ct our liquidity,y and our inability to be reimbu
m
rsed for an advance could
adversely affe
f ct our business, financial condition and results of operations.
Reside
i
ntia
t l mortga
t
g
a e foreclos
l
ure proceeding
i
s
g in certain stat
t es
t
have been delaye
a
d due to lack of ju
f
dicial
i
resources and
legi
e sl
i at
l io
t n, alll of which couldl have a nega
e
tive effe
f ct on our ability to liquidate loans timelyl and slow
l
the recovery
r of
advances
e and thus impa
m
ct our earnings or liqu
i
idit
d y.
t
In some states, such as New York, our industry has faced, and may continue to face, increased delays and costs caused by state
law and local court rules and processes. In addition, Califor
f
ni
r a and Nevada have enacted Homeowner’s Bill of Rights
legislation to establ
a ish complex mandatory
r loss mitigation practices for homeowners which cause delays in foreclosure
proceedings. Delays in foreclosure proceedings could also require us to make additional servicing advances by drawing on our

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
22
servicing advance facilities, or delay the recovery of advances, all or any of which could materially affe
f ct our earnings and
liquidity and increase our need for capital.
Risks Related to Owning our Stock
Our common stoc
t
k, and any
n othe
t
r instru
t
mentst treated as stoc
t
k for purposes of Sectio
t n 382, is subject to transfer
f
restri
t ctio
t ns
under
d
our Certif
t ic
f atet of Incorporatio
t n which, if not complied with
i
, couldl result in the forfei
f tu
i
re of such stoc
t
k and related
dist
i ri
t butions.
Our Certific
f ate of Incorporation contains significant transfer
f
restrictions in relation to the transfer
f
of our common stock and any
other instru
t
ments treated as stock for purp
r oses of Section 382. These transfer
f
restrictions have been adopted in order to
minimize the likelihood that we will be deemed to have an “ownership change” within the meaning of Section 382 that could
limit our ability to utilize our NOLs under and in accordance with regulations promul
m gated by the IRS.
In particular, without the approval of our Board, (i) no person or group of persons treated as a single entity under Treasury
Regulation Section 1.382-3 will be permitted to acqui
q re, whether directly or indirectly,y and whether in one transaction or a
series of related transactions, any of our common stock or any othe
t
r instrument treated as stock for purposes of Section 382, to
the extent that afte
f r giving effe
f ct to such purported acquisition (a) the purported acqui
q rer or any othe
t
r person by reason of the
purported acquirer’s acquisition would become a Subs
u
tantial Holder (as defined below), or (b) the percentage stock ownership
of a person that, prior to giving effe
f ct to the purported acquisition, is already a Subs
u
tantial Holder would be increased; and (ii)
no Substantial Holder may dispose, directly or indirectly,y of any class of stock or any othe
t
r instru
t
ment treated as stock for
purposes of Section 382. A “Substantial Holder” is a person that owns (as determined for purposes of Section 382) at least
4.75% of the total value of our stock, including any instrument treated as stock for purposes of Section 382.
Because of the complexity of applying Section 382, and because the determination of ownership for purpos
r
es of Section 382
does not correspond to SEC beneficial ownership reporting on Schedules 13D and 13G, holders and potential acquirers of our
securities should consult with their legal and tax advisors prior to making any acquisition or disposition of our securities.
Pursuant to Article VIII of our Certific
f ate of Incorporation, the Board has the sole power to determine compliance with the
transfer
f
restrictions, and we cannot assure you that the Board will concur with any conclusions reached by any holder of our
securities or their respective advisors, and/or approve or ratify any proposed acquisitions or dispositions of our securities. Under
Article VIII, Section 3(b), of our Certific
f ate of Incorporation, if the Board determines that a Prohibited Transfer
f
(as defined in
our Certific
f ate of Incorporation) has occurred, such Prohibited Transfer
f
shall, to the fullest extent permitted by law, be void ab
initio and have no legal effe
f ct, and upon written demand by us, the Purported Transfer
f ee (as defined in our Certific
f ate of
Incorporation) shall disgorge or cause to be disgorged our securities, together with any dividends or distributions received, with
respect to such securities.
Anti-takeover provisions in our Certif
t ic
f atet of Incorporatio
t n and Amended and Restat
t ed
t
Bylaws (“By
“
laws”) and under
Delaware law, as well as certain existing
n contra
t
ctual arra
r
ngements,s make a third-pa
-
rtyt acquisitio
t n of us diff
i ic
f ult.
l
Our Certific
f ate of Incorporation, including Article VIII thereof, and Bylaws contain provisions that make it diffic
f ult for a third
party to acqui
q re us, even if doing so might be deemed beneficial by our stockholders. These provisions could limit the price that
investors might be willing to pay in the future for shares of our common stock.
The market price of our common stoc
t
k may
a decrease,e and you may
a lose alll or part of yo
f
ur investme
t
nt.t
The market price of our common stock could decrease, and you may
a not be able to resell your shares at or above the price at
which your shares were acquired. Those fluctuations could be based on various factors, including:
•
our operating performance and the performance of our competitors and fluctuations in our operating results;
•
macro-economic trends, including changes in interest rates and economic growth and unempl
m oyment;
•
the public’s reaction to our press releases, our other publ
u ic announcements and our filings with the SEC;
•
changes in earnings estimates or recommendations by research analysts who follow us or other companies in our
industry;
•
global, national or local economic, legal and regulatory factors unrelated to our performance;
•
announcements of negative news by us or our competitors, such as announcements of poorer than expected results of
operations, data breaches or significant litigation;
•
actua
t
l or anticipated variations in our or our competitors’ operating results, and our or our competitors’ growth rates;
•
failure by us or our competitors to meet analysts’ projections or guidance we or our competitors may give the market;
•
changes in laws or regulations, or new interpretations or applications of laws and regulations, that are applicable to our
business;
•
changes in accounting standards, policies, guidance, interpretations or principles;
•
the departur
t
e of key personnel;
•
the number of shares publ
u icly traded; and
•
other developments affe
f cting us, our industry or our competitors.

23 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
In addition, in recent years the stock market has experienced significant price and volume fluctuations that have affe
f cted and
continue to affe
f ct the market prices of equity securities of many companies. These fluctuations have ofte
f n been unrelated or
disproportionate to the operating perfor
f
mance of those companies. These broad market fluctuations, as well as general
economic, political and market conditions such as recessions or interest rate changes, may cause declines in the market price of
our common stock, and you may not realize any return on your investment in us and may lose some or all of your investment.
Item 1B. Unreso
e
lved Staf
t
ff Commentst
None.
Item 1C. Cybersecurity
i
Cyber Risk
i
Manage
a
ment and Stra
t
tegy
e
Our cybe
y
r risk management and strategy has been incorporated into our compliance and risk management program across a
numbe
m
r of verticals. For exampl
m e, information security risk assessments are perfor
f
med across our business processes, including,
but not limited to, third-party services, vendors and systems that process sensitive data. We undergo external annual penetration
assessments to evaluate susceptibility to attack, for exampl
m e, through social engineering, application websites and
system/n
m etwork vulnerabilities. We aim to continuously evolve our Information Security program in response to the ever-
changing landscape of best practices, industry-
r
specific risks, company-specific
f
risks, and potential threats. This evolution is
also driven by validation tests in an effo
f
rt to ensure our program remains robust and effe
f ctive. In the wake of the October 2023
cybersecurity incident, we prioritized impl
m ementation of enhanced safeguards consistent with our incident response process and
further fortifyi
f ng our commitment to information security.
We also have a process to evaluate third-partyt providers, which is designed to understand the potential risks and impa
m
ct of
threats to our suppl
u
y chains as well as potential privacy risks associated with external data management. This process has
multiple components and is designed to assess our providers perfor
f
mance across several domains, including data security,y asset
management, communi
m
cations and operations management, access contro
t
l, business continuity management, financial, and
legal compliance.
Considering the complexity and evolving nature of cybersecurity threats, we engage with a range of external experts, including
cybersecurity assessors, consultants, and auditors, in evaluating and testing our risk management systems. These engagements
allow us to leverage specialized knowledge and insights, including leading industry practices, to better inform our cybersecurity
strategies and processes. Our collabo
a
ration with these third part
a ies includes audits, threat assessments, and consultations to
enhance our security measures.
In addition, we undergo several compliance audits annually,y which include a SOX compliance audit, a SOC1 audit and a SOC2
audit. Our approach to managing compliance-related risks includes maintaining a data loss prevention program, centralized
compliance management, an identity management platform, ongoing Managed Security monitoring, threat and vulnerability
monitoring, and information security risk insurance.
Governa
r
nce Related to Cybersecurity
i
Risk
i
s
k
The full Board of Directors conduc
d
ts several reviews throughout the year in an effo
f
rt to ensure that our cyber stra
t tegy and risk
management is appropriate and prud
r
ent. It is the responsibility of the Board of Directors to understand and oversee our strategic
plans, the associated risks, and the steps that our senior management team is taking to manage and mitigate those risks.
Principal accountability in this domain is placed with our Chief Information Security Offi
f cer, who has approximately 25 years
of experience in cybersecurity program design and impl
m ementation. Responsibility is shared by our Chief Risk and Compliance
Offi
f cer, who has approximately 20 years of leadership experience in the financial services sector with an extensive background
in the mortgage industry,y and our Chief Innovation and Digital Offi
f cer who has approximately 20 years of experience leading
technology and product engineering functions.
Our Enterprise Risk Committee reviews and discusses cybe
y
rsecurity,y information security and data privacy risks at regular
intervals. A quarterly Enterprise Risk Committee meeting is chaired by our Chief Risk and Compliance Offi
f cer and includes
information security briefings led by the Chief Information Security Offi
f cer.
We also hold quarterly Audit and Risk Committee meetings, during which our Board of Directors receives briefings on
information security matters. Risks that are identifie
f d during these processes are reviewed by executive leadership and
corrective action plans are establ
a ished to address and manage the issues, as applicable and appropriate.
We believe in a proactive approach to enterprise risk management. A majo
a r tenet of our cybe
y
rsecurity program includes training
to educ
d
ate and inform team members on cyber hygiene and threat management as well as regular testing to check for
understanding. We have invested in technology and dedicated internal resources to facilitate training for application developers,

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
24
conduct tabl
a etop exercises, run anti-phishing campa
m
igns, and train on privacy regulations. These training activities, along with
other key risk indicators, are tracked and reported to our Enterprise Risk Committee on a quarterly basis.
Item 2. Propertie
t s
We lease and maintain our principal executive offi
f ce in one building totaling approximately 176,000 squa
q
re feet in Coppell,
Texas. Our business operations and supp
u
ort offi
f ces are in leased facilities in various other locations in the United States, as well
as locations in India. Our locations in the United States include (i) Texas and California, which houses our Servicing and
Originations segments, and (ii) Arizona, Michigan, Florida, and Colorado, which house the remainder of our Servicing
segment. Our India locations include Chennai and Bengaluru,
r
which supp
u
orts our Servicing and Originations segments, as well
as corporate functions. We believe that our facilities are adequate for our current requirements and are being appropriately
utilized. We periodically review our space requirements, and we believe we will be able to acquire new space and facilities as
and when needed on reasonabl
a e terms. We also look to consolidate and dispose of facilities we no longer need, as and when
appropriate.
Item 3. Legal
e
Proceeding
i
s
g
We are routinely and currently involved in a numbe
m
r of legal proceedings, including, but not limited to, judicial, arbi
r tration,
regulatory and governmental proceedings related to matters that arise in connection with the conduc
d
t of our business. While it is
not possible to predict the outcome of any of these matters, based on our assessment of the facts and circumstances, we do not
believe any of these matters, individually or in the aggregate, will have a material adverse effe
f ct on our financial position,
results of operations or cash flows. For a description of our material legal proceedings, see Note 19,9 Commitments and
Contingencies in the Notes to Consolidated Financial Statements within Item 8. Financial Statements and Supp
u
lementary
r Data,
of this Form 10-K.
Item 4. Mine
i
Safe
a ty Disc
i
losures
Not applicable.
PART II.
Item 5. Market for Regi
e st
i ra
t
nt’s Common Equity
i ,y Related Stoc
t
kholde
l
r Matters and Issuer Purchases of Equity
i
Securitie
i
s
Market
k
Info
n rmation and Stockholde
l
rs
Our common stock has been traded on the Nasdaq Stock Market under the ticker symbol “COOP.”
P
As of Februa
r
ry 14, 2025, there were 1,479 stockholders of record of our common stock. A subs
u
tantially greater numbe
m
r of
holders of our common stock are “street name” or beneficial holders, whose shares are held by banks, brokers and other
financial institutions.
Dividends
d
We have not declared or paid cash dividends on our common stock, and we currently do not expect to declare or pay any cash
dividends in the foreseeabl
a e future. The timing and amount of any future dividends, if any, will be determined by the Board of
Directors and will depend, among othe
t
r factors, upon our earnings, financial condition, cash requirements, the capital
requirements of subsidiaries and investment opportuni
t
ties at the time any such transaction is considered.
Issuer Purchases of Equity Securities
In October 2022, our Board of Directors authorized a repurchase plan of $200 million of our outstanding common stock and
authorized an additional $200 million in each of July 2023 and July 2024. The stock repurchase program may be suspended,
modified or discontinued at any time at our discretion. As of Decembe
m
r 31, 2024, $190 million of common stock remain
availabl
a e for repurchase. During the three months
t
ended Decembe
m
r 31, 2024, we repurchased shares of our common stock at a
total cost of $38 million, excluding excise tax, under our share repurchase program. The numbe
m
r and average price of shares
purchased are set forth in the table below:
Period
(a) Total Number of Shares
Purchased (in thousands)
(b) Average Price Paid per
Share(1)
(c) Total Number of Shares
Purchased as Part of
Publicly Announced Plan or
Program (in thousands)
(d) Maximum Dollar Value
of Shares that May Yet Be
Purchased Under the Plan
or Program (in millions)(1)
October 2024
104
$
88.95
104
$
219
November 2024
182
$
95.90
182
$
202
Decembe
m
r 2024
120
$
95.36
120
$
190
Total
406
406
(1)
Excludes excise tax

25 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
Stockholde
l
r Return Perfor
f
ma
r
nce
The following graph shows a comparison of the cumulative total stockholder return for our common stock, the S&P 500 Index
and the S&P Composite 1500 Financials Index from Decembe
m
r 31, 2019 through Decembe
m
r 31, 2024. This data assumes an
investment of $100 n
o Decembe
m
r 31, 2019.
Comparison of Cumulative Total Return (12/31/2019 to 12/31/2024)
Comparative results for our common stock, the S&P 500 Index and the S&P Composite 1500 Financials Index are presented
below:
December 31,
2019
2020
2021
2022
2023
2024
Mr. Cooper
$
100
$
248
$
333
$
321
$
521
$
767
S&P 500 Index
100
116
148
119
148
182
S&P Composite 1500 Financials Index
100
96
126
111
121
151
Item 6. [RESERVE
R
D]
Item 7. Manage
a
ment’s Disc
i
ussion and Analys
l
is of Fina
i
ncial Conditio
d
n and Results of Operatio
t ns
The following discussion should be read in conjunction with the information contained in our consolidated financial statements,
including the notes thereto. The following discussion contains, in addition to the historical information, forward-looking
statements that include risks and uncertainties (see discussion of “Forward-Looking Statements” included elsewhere in this
Annual Report on Form 10-K). Our actua
t
l results may differ
f
materially from those anticipated in these forward-looking
statements as a result of certain factors, including those factors set forth under Item 1A, Risk
i
Factors,
r
and elsewhere in this
Annual Report on Form 10-K.
All dollar amounts presented herein are in millions, except per share data and othe
t
r key metrics, unless otherwise noted.
We have provided a glossary of terms, which defines certain industry-specific and other terms that are used herein, at the end of
the MD&A section.
$0
$100
$200
$300
$400
$500
$600
$700
$800
$900
2019
2020
2021
2022
2023
2024
Mr. Cooper (formerly WMIH)
S&P 500 Index
S&P 1500 Index

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
26
Basis of Presentation
The below presentation discusses the results of the operations for the year ended Decembe
m
r 31, 2024 compared to the year
ended Decembe
m
r 31, 2023. For a discussion of results of operations for the year ended Decembe
m
r 31, 2023 compared to the year
ended Decembe
m
r 31, 2022, please refer to Item 7. Management's Disc
i
ussion and Analys
l
is of Financial Condition and Results of
Operations, in our Annual Report on Form 10-K for the year ended December 31, 2023.
Overview
We are the country’s largest residential mortgage servicer and a majo
a r originator of residential mortgage loans. Our mission is
to keep the dream of homeownership alive, and we do this by helping our customers manage what is typically their largest
financial asset, and by helping our investors and clients maximize the returns from their portfolios of residential mortgages. We
have a track record of signific
f ant growth, having expanded our servicing portfolio UPB from $10 billion in 2006 to $1.6 trillion
as of Decembe
m
r 31, 2024. We believe this track record reflects our strong operating capabilities, strong loss mitigation skills, a
commitment to compliance, a customer-centric culture, a demonstrated ability to retain customers, growing origination
capabilities, and signific
f ant investment in technology.
Our strategy is to position the Company for sustained growth, deliver a world-class customer experience, increase our return on
tangible equi
q ty into the high teens, and act as a trus
r
ted partner for our key stakeholders. Key strategic initiatives include the
following:
•
Strengthen our balance sheet by building capital and liqui
q dity,y and managing interest rate and other forms of risk;
•
Impr
m
ove effi
f ciency by driving continuous impr
m
ovement in unit costs for Servicing and Originations segments, as well
as by taking strategic corporate actions to eliminate costs throughout the organization;
•
Grow our servicing portfolio by acqui
q ring new customers and retaining existing customers;
•
Sustain industry
r leading refinance recapture rates and grow our purchase recapture rate;
•
Keep Mr. Cooper a great place for our team members to work;
•
Sustain the talent of our people and the cultur
t
e of our organization;
•
Delight our customers and reinvent the customer experience by acting as the customer’s advocate and by harnessing
technology to deliver digital solutions that are personalized and friction-free;
•
Use our mortgage-centric AI capabilities to transfor
f
m mortgage servicing for the benefit of our customers, clients,
team members, and investors; and
•
Maintain strong relationships with agencies, investors, regulators, and other counterparties and a strong reputation for
compliance and customer service.
Anticipated Trends
We expect continued growth in our servicing portfolio, driven by MSR acquisitions in the bulk, co-issue, and correspondent
channels, together with a strong focus on customer experience and retention, as well as growth in subs
u
ervicing market share.
We expect to maintain a high level of liquidity and capital, which will support our growth initiatives and provide a buffer
f
against potential market fluctuations. Additionally,y the rollout of new technologies like AgentiQ is expected to drive
productivity and effi
f ciency improvements across the organization. AgentiQ is a framework application designed to assist call
center team members by analyzing conversations in real time, detecting customer intent and sentiment trends, and providing
insights and suggestions to supp
u
ort agents in delivering better service. Overall, we believe the company is well-positioned to
capitalize on opportunities in the mortgage market and deliver stro
t
ng financial perfor
f
mance in the years ahead.
While the recent inflation rate increase appears to have subs
u
ided, the inflation rate remains relatively high. Inflationary
pressures may limit a customer’s disposable income, which could decrease a customers’ ability to enter into mortgage
transactions. Inflationary pressures may also increase our operating costs. However, historically changes in interest rates have
had a greater impa
m
ct on our financial results than changes in inflation. While interest rates are greatly influenced by changes in
the inflation rate, they do not necessarily change at the same rate or extent as the inflation rate.

27 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
Results of Operations
Table 1. Consolidated Operations
Year Ended December 31,
2024
2023
Change
Revenues - operational(1)
$
2,144
$
1,769
$
375
Revenues - mark-to-market
81
25
56
Total revenues
2,225
1,794
431
Total expenses
1,319
1,172
147
Total other (expense) income, net
(5)
32
(37)
Income before income tax expense
901
654
247
Less: Income tax expense
232
154
78
Net income
$
669
$
500
$
169
(1)
Revenues - operational consists of total revenues, excluding mark-to-market.
Total revenues and total expenses increased during the year ended Decembe
m
r 31, 2024 compared to 2023, primarily driven by a
larger servicing portfolio and increased originations volumes. The change in total other (expense) income, net during the year
ended Decembe
m
r 31, 2024, as compared to 2023, was primarily due to a gain recorded in 2023 in connection with an acquisition
and an increase in interest expense in 2024. Interest expense increased in 2024 primarily due to the issuances of the unsecured
senior notes in Februa
r
ry and August 2024, partially offs
f et by an increase in interest income related to higher float income on
custodial deposits as a result of growth in the MSR portfol
f io.
Income tax expense was $232 with an effe
f ctive tax rate of 25.8% for the year ended December 31, 2024 compared with $154
with an effe
f ctive tax rate of 23.5% in 2023. For furthe
t
r information on income taxes, please refer to Note 16, Income Taxes
a
, in
the Notes to Consolidated Financial Statements.
Segment Results
Our operations are conduc
d
ted through two segments: Servicing and Originations.
•
The Servicing segment performs operational activities on behalf of investors or owners of the underlying mortgages
and mortgage servicing rights, including collecting and disbursing customer payments, investor reporting, customer
service, modifying loans where appropriate to help customers stay current, and, when necessary,y perfor
f
mi
r
ng
collections, foreclosures, and the sale of REO. In 2023, we expanded our special servicing, and in 2024, we expanded
our subs
u
ervicing offe
f rings with the acqui
q sition and subseque
q
nt integration of Rushmore Servicing brand and the
mortgage operations from the Flagstar transaction.
•
The Originations segment originates residential mortgage loans through our direct-to-consumer channel, which
provides refinance options for our existing customers, and through our correspondent channel, which purchases or
funds loans from mortgage bankers.
Refer to Note 20,0 Segm
e
ent Info
n rmation, in the Notes to Consolidated Financial Statements for a summary of segment results.
Servicing Segment
The Servicing segment’s strategy is to generate income by growing the portfol
f io and maximizing servicing margin. We believe
several competitive strengths have been critical to our long-term growth as a servicer and subs
u
ervi
r cer, including our low-cost
platform that creates operating leverage, our skill in mitigating losses for investors and clients, our commitment to strong
customer service, industry leading compliance management, our history
r of successful
f ly boarding new customers, and the ability
to retain existing customers by offe
f ring attractive purchase and refinance options. We believe that our operational capabilities
are reflected in our strong servicer ratings and recent agency recognition.

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
28
Table 2. Servicer Ratings
Fitch(1)
Moody’s(2)
S&P(3)
Rating date
February/A
y
pr
A
il
2024 & January
r
2025
October &
December 2024
January 2024
Residential
RPS2
SQ2-
Above Average
Master Servicer
RMS1-
SQ2+
Above Average
Special Servicer
RSS2
SQ2-
Above Average
Closed-end 2nd Lien Servicer
RPS2
N/A
N/A
Subpr
u
ime Servicer
RPS2
SQ2-
Above Average
Rushmore Special Servicer
RSS2
SQ3+
Above Average
(1)
Fitch Rating Scale of 1 (Highest Perfor
f
mance) to 5 (Low/No Profic
f iency)
(2)
Moody’s Rating Scale of SQ1 (Strong Ability/Stability) to SQ5 (Weak
W
Ability/Stabi
a lity)
(3)
S&P Rating Scale of Strong to Weak
The following tabl
a e sets fortht the results of operations for the Servicing segment:
Table 3. Servicing Segment Results of Operations
Year Ended December 31,
2024
2023
Change
Amt
bps(1)
Amt
bps(1)
Amt
bps
Revenues
Operational
$ 2,469
20
$ 1,917
22
$
552
(2)
Amortization, net of accretion
(886)
(7)
(563)
(6)
(323)
(1)
Mark-to-market adju
d stments - Servicing
81
1
25
—
56
1
Total revenues
1,664
14
1,379
16
285
(2)
Expenses
Salaries, wages and benefits
339
3
340
4
(1)
(1)
General and administrative
Servicing suppo
u
rt fees
111
1
91
1
20
—
Corporate and other general and administrative expenses
252
2
194
2
58
—
Foreclosure and other liqui
q dation related expenses, net
4
—
27
1
(23)
(1)
Depreciation and amortization
15
—
12
—
3
—
Total general and administrative expenses
382
3
324
4
58
(1)
Total expenses
721
6
664
8
57
(2)
Other income (expense)
Other interest income
705
6
491
6
214
—
Advance interest expense
(61)
(1)
(55)
(1)
(6)
—
MSR and other interest expense
(350)
(3)
(269)
(3)
(81)
—
Interest expense
(411)
(4)
(324)
(4)
(87)
—
Total other income, net
294
2
167
2
127
—
Income before income tax expense
$ 1,237
10
$
882
10
$
355
—
Weighted average cost - advance and MSR facilities
7.9 %
7.9 %
— %
Weighted average cost - excess spread financing
8.7 %
8.7 %
— %
(1)
Calculated basis points (“bps”) are as follows: Annual dollar amount/Tot
T al average UPB X 10000.

29 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
Table 4. Servicing - Revenues
Year Ended December 31,
2024
2023
Change
Amt
bps(1)
Amt
bps(1)
Amt
bps
MSR Operational Revenue
Base servicing fees
$ 1,933
16
$ 1,466
16
$
467
—
Modification fees
27
—
19
—
8
—
Late payment fees
85
1
63
1
22
—
Other ancillary revenues
82
1
117
2
(35)
(1)
Total MSR operational revenue
2,127
18
1,665
19
462
(1)
Subs
u
ervi
r cing-related revenue
408
3
323
3
85
—
Total servicing fee revenue
2,535
21
1,988
22
547
(1)
MSR financing liabi
a lity costs
(29)
—
(30)
1
1
(1)
Excess spread payments and portfolio runoff
(37)
(1)
(41)
(1)
4
—
Total operational revenue
2,469
20
1,917
22
552
(2)
Amortization, Net of Accretion
MSR amortization
(923)
(8)
(604)
(7)
(319)
(1)
Excess spread accretion
37
1
41
1
(4)
—
Total amortization, net of accretion
(886)
(7)
(563)
(6)
(323)
(1)
Mark-to-Market Adju
d
stments - Servicing
MSR MTM
650
5
121
2
529
3
Loss on MSR hedging activities
(517)
(4)
(68)
(1)
(449)
(3)
(Loss) gain on MSR and excess yield sales
(9)
—
23
—
(32)
—
Reclassifications to reserve provision(2)
(25)
—
(33)
(1)
8
1
Excess spread / financing MTM
(18)
—
(18)
—
—
—
Total MTM adju
d stments - Servicing
81
1
25
—
56
1
Total revenues - Servicing
$ 1,664
14
$ 1,379
16
$
285
(2)
(1)
Calculated basis points (“bps”) are as follows: Annual dollar amount/Tot
T al average UPB X 10000.
(2)
Reclassifications to reserve provision include the impa
m
ct of negative modeled cash flows which have been transfer
f re
r d to reserves on advances and other
receivabl
a es. The negative modeled cash flows relate to advances and other receivabl
a es associated with inactive and liquidated loans that are no longer part
of the MSR portfol
f io.
Servicing Segment Revenues
The following provides the changes in revenues for the Servicing segment:
Servicing
n - Operational revenue and MSR amortization increased during the year ended Decembe
m
r 31, 2024 compared
to 2023, primarily due to a larger average MSR UPB portfol
f io driven by the servicing portfol
f io growth in 2024.
The increase in MSR MTM during the year ended Decembe
m
r 31, 2024 compared to 2023, was primarily due to a
greater impa
m
ct from the increase in mortgage rates during 2024 compared to 2023. The MSR MTM changes were
partially offs
f et by MSR hedging activities during the respective periods.
Subservicing - Subs
u
ervicing fees increased during the year ended Decembe
m
r 31, 2024 as compared to 2023, primarily
driven by a larger average subs
u
ervi
r cing portfolio due to boarding of a large new subs
u
ervi
r cing client in the first quarter
of 2024 and subs
u
ervi
r cing portfolio obtained from the asset acquisition in the fourth quarter of 2024.
Servicing Segment Expenses
Total expenses increased during the year ended Decembe
m
r 31, 2024 as compared to 2023, primarily driven by an increase in
corporate and other general and administrative expenses, and servicing supp
u
ort fees, partially offs
f et by a decrease in foreclosure
and othe
t
r liquidation related expenses, net. The increase in corporate and other general and administrative expenses was due to
higher corporate allocations to the Servicing segment driven by the full year impa
m
ct of increased headcount in 2024 attributable
to an asset acquisition in the second quarter of 2023. The increase in servicing suppor
u
t fees was primarily due to a larger
average servicing portfolio in 2024. Foreclosure and other liquidation related expenses, net, decreased primarily due to higher
recoveries in 2024, as compared to 2023.

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
30
Servicing Segment Other Income (Expenses), net
Total other income, net increased during the year ended December 31, 2024 as compared to 2023, primarily attributable to
higher interest rates throughout 2024 and increased float income on custodial deposits as a result of growth in the MSR
portfolio, partially offs
f et by higher interest expense from advance and MSR financing.
Table 5. Servicing Portfolio - Unpaid Principal Balances
Year Ended December 31,
2024
2023
Average UPB
MSRs
660,764
$
476,442
Subs
u
ervi
r cing and othe
t
r(1)
6,775
416,153
Total average UPB
$
1,217,539
$
892,595
December 31, 2024
December 31, 2023
UPB
Fair Value
bps
UPB
Fair Value
bps
MSRs
Agency
$
710,997
$
11,397
160
$
561,656
$
8,774
156
Non-agency
25,074
339
135
26,286
316
120
Total MSRs
736,071
11,736
159
587,942
9,090
155
ervicing and other(1)
Agency
751,380
N/A
355,915
N/A
Non-agency
68,585
N/A
47,863
N/A
Total subs
u
ervi
r cing and
other
819,965
N/A
403,778
N/A
Total ending balance
$
1,556,036
$
11,736
$
991,720
$
9,090
MSRs UPB Encumbrance
December 31,
2024
December 31,
2023
MSRs - unencumbered
$
669,432
$
513,672
MSRs - encumbered(2)
,639
74,270
Total MSRs UPB
$
736,071
$
587,942
(1)
Subservicing and other includes (i) loans we service for others, (ii) residential mortgage loans originated but have yet to be sold, and (iii) agency REO
balances for which we own the mortgage servicing rights.
(2)
Encumbered MSRs consist of residential mortgage loans included within our excess spread financing transactions and MSR financing liability.

31 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
The following tabl
a e provides a rollfor
f
ward of our MSR and subs
u
ervicing and othe
t
r portfolio UPB:
Table 6. Servicing and Subservicing and Other Portfolio UPB Rollforward
Year Ended December 31,
2024
2023
MSR
Subservicing
and Other
Total
MSR
Subservicing
and Other
Total
Balance - beginning of year
$
587,942
$
403,778
$
991,720
$
411,382
$
459,053
$
870,435
Additions:
Originations
22,704
—
22,704
12,624
—
12,624
Acquisitions / Increase in
subs
u
ervicing(1)
213,965
516,072
730,037
229,910
97,372
327,282
Deductions:
Dispositions/ Decrease in
subs
u
ervicing(2)
(26,739)
(50,977)
(77,716)
(25,239)
(124,621)
(149,860)
Principal reductions and other
(24,754)
(14,190)
(38,944)
(18,279)
(11,849)
(30,128)
Voluntary reductions(3)
(35,582)
(33,938)
(69,520)
(20,936)
(15,400)
(36,336)
Involuntary reductions(4)
(1,302)
(780)
(2,082)
(1,392)
(777)
(2,169)
Net changes in loans serviced
by othe
t
rs
(163)
—
(163)
(128)
—
(128)
Balance - end of year
$
736,071
$
819,965
$
1,556,036
$
587,942
$
403,778
$
991,720
(1)
Amount for Subservicing and Other UPB includes transfer
f s from MSR for MSRs sold with subservicing rights retained.
(2)
Amount for MSR UPB includes transfer
f s to Subservicing and Other for MSRs sold with subservicing rights retained.
(3)
Voluntary
r reductions are related to loan payoffs
f
by customers.
(4)
Involuntary
r reductions refer to loan defaults, loan liquidations and loan chargeoffs
f .
The tabl
a e below summarizes the overall perfor
f
mance of the servicing and subservicing portfolio:
Table 7. Key Perfor
f
mance Metrics - Servicing and Subservicing Portfolio
December 31, 2024
December 31, 2023
Loan count
6,698,691
4,559,578
Average loan amount(1)
$
232,007
$
217,269
Average coupon - agency
4.3 %
3.9 %
Average coupon - non-agency
4.9 %
4.9 %
60+ delinquent (% of loans)(2)
1.6 %
1.9 %
90+ delinquent (% of loans)(2)
1.2 %
1.6 %
120+ delinquent (% of loans)(2)
1.0 %
1.4 %
Year Ended December 31,
2024
2023
Total prepayment speed (12-month constant prepayment rate)
6.3 %
4.7 %
(1)
Average loan amount is presented in whole dollar amounts.
(2)
Loan delinquency is based on the current contractual due date of the loan. In the case of a completed loan modification, delinquency is based on the
modified due date of the loan. Loan delinquency includes loans in forbearance.
Delinquency is an assumption in determining the mark-to-market adju
d stment and is a key indicator of MSR portfolio
performance. Delinquent loans contribute to lower MSR values due to higher costs to service and increased carrying costs of
advances.

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
32
Table 8. MSRs Loan Modifications and Workout Units
Year Ended December 31,
2024
2023
Change
Modifications(1)
29,511
22,850
6,661
Workouts(2)
64,310
48,766
15,544
Total modification and workout units
93,821
71,616
22,205
(1)
Modifications consist of Agency/in
y
vestor programs designed to adju
d st the terms of the loan (e.g., interest rates, maturity date).
(2)
Workouts consist of other loss mitigation options designed to assist customers and keep them in their homes, but do not adju
d st the terms of the loan.
Modifications and workouts increased during the year ended December 31, 2024 compared to 2023, primarily due to growth in
our servicing portfolio and the continued expansion of loss mitigation programs offe
f red by FNMA, FHLMC, FHA, and VA
which increased customer eligibility and resulted in an increase in successful
f
modifications and workouts.
Servicing Portfolio and Liabilities
The following tabl
a e sets fortht the activities of MSRs:
Table 9. MSRs - Fair Value Rollfor
f
ward
Year Ended December 31,
2024
2023
Fair value - beginning of year
$
9,090
$
6,654
Additions:
Servicing retained from mortgage loans sold
460
273
Purchases and acquisitions of servicing rights
3,004
3,189
Dispositions:
Sales of servicing assets and excess yield
(583)
(573)
Changes in fair value:
Due to changes in valuation inputs or assumptions used in the valuation model
(MSR MTM):
Agency
614
118
Non-agency
36
3
Changes in valuation due to amortization:
Scheduled principal payments
(365)
(248)
Prepayments
Voluntary prepayments
Agency
(526)
(325)
Non-agency
(13)
(11)
Involuntary prepayments
Agency
(19)
(20)
Other changes(1)
38
30
Fair value - end of year
$
11,736
$
9,090
(1)
Amounts primarily represent negative fair values reclassified from the MSR asset to reserves as underlying loans are removed from the MSR and other
reclassification adju
d stments.
See Note 4, Mortgag
t
e Servicing Righ
i
ts and Related Liabilities and Note 17,7 Fair Value Measurem
r
ents, in the Notes to
Consolidated Financial Statements, for additional information regarding the range of assumptions and sensitivities related to the
fair value measurement of MSRs as of Decembe
m
r 31, 2024 and 2023.
Excess Spread Financing
As further disclosed in Note 4, Mortga
t
ge Servicing Right
i
st and Related Liabilities, in the Notes to Consolidated Financial
Statements, we have entered into sale and assignment agreements treated as financing arrangements whereby the acquirer has
the right to receive a specified percentage of the excess cash flow generated from an MSR.

33 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
The servicing fees associated with an MSR can be segregated into (i) a base servicing fee and (ii) an excess servicing fee. The
base servicing fee, along with ancillary income and other revenues, is designed to cover costs incurred to service the specified
pool plus a reasonable margin. The remaining servicing fee is considered excess. We sell a percentage of the excess fee, as a
method for effi
f ciently financing acqui
q red MSRs and the purchase of loans, however we have not done so in recent years due to
the availabi
a lity of lower cost sources of funding.
Excess spread financings are recorded at fair value, and the impa
m
ct of fair value adju
d stments on future revenues and capital
resources varies primarily due to prepayment speeds and option-adju
d sted spread levels. See Note 4, Mortga
t
ge Servicing Righ
i
ts
and Related Liabilities and Note 17,7 Fair Value Measurem
r
ents, in the Notes to Consolidated Financial Statements, for
additional information regarding the range of assumptions and sensitivities related to the measurement of the excess spread
financing liabi
a lity as of Decembe
m
r 31, 2024 and 2023.
The following tabl
a e sets fortht the change in the excess spread financing:
Table 10. Excess Spread Financing - Rollforward
Year Ended December 31,
2024
2023
Fair value - beginning of year
$
437
$
509
Additions:
New financings
—
—
Deductions:
Repayments
(2)
(9)
Settlements
(64)
(71)
Changes in fair value:
Agency
10
5
Non-Agency
5
3
Fair value - end of year
$
386
$
437
Originations Segment
The stra
t tegy of our Originations segment is to originate or acquire new loans and ultimately add MSRs for the servicing
portfolio at a more attractive cost than purchasing MSRs in bulk transactions and to retain or recapture our existing customers
by providing them with attractive refinance and purchase options. The Originations segment plays a stra
t tegically impor
m
tant role
because its profita
f
bi
a lity is typi
y cally counter cyclical to that of the Servicing segment. Furthermore, by originating loans or
acquiring MSRs at a more attractive cost than bulk MSR acquisitions, the Originations segment impr
m
oves our overall
profita
f
bi
a lity and cash flow.
Our Originations segment is one way that we help underserved consumers access the financial mark
a
ets. In 2024, our total
originations included loans for 14,000 customers with low FICOs (<660), 15,000 customers with income below the U.S.
median household income, 27,400 first-time homebuyers, and 5,700 veterans. The originations during this period included
24,800 Ginnie Mae loans, which are designed for first-time homebuyers, low- and moderate-income customers, and veterans,
comprising $7.7 billion in total proceeds. Once these loans are originated, the underserve
r
d consumers become our servicing
customers.
The Originations segment includes two channels:
•
Our direct-to-consumer (“DTC”) lending channel relies on our call centers, website and mobile apps, specially trained
teams of licensed mortgage originators, predictive analytics and modeling utilizing proprietary
r data from our servicing
portfolio to reach our existing customers who may benefit from a new mortgage. Depending on customer eligibility,y
we will refinance existing loans into conventional, government or non-agency produc
d
ts. Through lead campaigns and
direct marketing, the direct-to-consumer channel seeks to convert leads into loans and ultimately MSRs in a cost-
effi
f cient manner.
•
Our correspondent lending channel facilitates the acquisition of MSRs through purchasing newly originated residential
mortgage loans that have been underwritten to investor guidelines. This includes both conventional and government-
insured loans that qualify
f for inclusion in securitizations that are guaranteed by the GSEs. Our correspondent lending
channel enables us to replenish servicing portfolio run-offf typically at a better rate of return than traditional bulk
acquisitions.

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
34
The following tabl
a e sets fortht the results of operations for the Originations segment:
Table 11. Originations Segment Results of Operations
Year Ended December 31,
2024
2023
Change
Revenues
Service related, net - Originations(1)
$
86
$
61
$
25
Net gain on mortgage loans held for sale
Net (loss) gain on loans originated and sold(2)
(43)
16
(59)
Capi
a talized servicing rights(3)
441
255
186
Total net gain on mortgage loans held for sale
398
271
127
Total revenues
484
332
152
Expenses
Salaries, wages and benefits
178
143
35
General and administrative
Loan origination expenses
46
30
16
Corporate and other general and administrative expenses
42
33
9
Marketing and profes
f
sional service fees
36
18
18
Depreciation and amortization
2
8
(6)
Total general and administrative
126
89
37
Total expenses
304
232
72
Other income (expenses)
Interest income
84
36
48
Interest expense
(79)
(37)
(42)
Total other income (expenses), net
5
(1)
6
Income before income tax expense
$
185
$
99
$
86
Weighted average note rate - mortgage loans held for sale
7.6 %
6.8 %
0.8 %
Weighted average cost of funds - warehouse facilities (excluding
facility fees)
6.7 %
6.7 %
— %
(1)
Service related, net - Originations refers to fees collected from customers for originated loans and from other lenders for loans purchased through the
correspondent channel, and includes loan application, underwriting, and other similar fees.
(2)
Net gain on loans originated and sold (excluding capi
a talized servicing rights) represents the unrealized and realized gains and losses from the origination,
purchase, and sale of loans as well as the gains and losses from related derivative instruments. Gains from the origination and sale of loans are affe
f cted by
the volume and margin of our originations activity which can vary based upon mortgage interest rates.
(3)
Capitalized servicing rights represent the fair value attributed to mortgage servicing rights at the time in which they are sold servicing-retained in
connection with the sale of loans during the period.

35 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
Table 12. Originations - Key Metrics
Year Ended December 31,
2024
2023
Change
Key Metrics
DTC locked PTA
T
volume(1)
$
7,746
$
5,704
$
2,042
Correspondent locked PTA
T
volume(1)
16,294
7,060
9,234
Total PTA
T
lock volume
$
24,040
$
12,764
$
11,276
DTC funded volume
$
7,866
$
5,940
$
1,926
Correspondent funded volume
14,931
6,694
8,237
Total funded volume(2)
$
22,797
$
12,634
$
10,163
DTC volume of loans sold
$
7,574
$
5,850
$
1,724
Correspondent volume of loans sold
13,898
6,657
7,241
Total volume of Originations loans sold
$
21,472
$
12,507
$
8,965
Recapture percentage(3)
21.9
%
24.0
%
(2.1)
%
Refinance recapt
a ur
t
e percentage(4)
50.8
%
77.1
%
(26.3)
%
Purchase as a percentage of funded volume
64.4
%
57.2
%
7.2
%
Value of capi
a talized servicing on retained settlements
217 bps
219 bps
(2) bps
Originations Margin
Revenue
$
484
$
332
$
152
PTA
T
lock volume
$
24,040
$
12,764
$
11,276
Revenue as a percentage of PTA
T
lock volume(5)
2.01
%
2.60
%
(0.59)
%
Expenses(6)
$
299
$
233
$
66
Funded volume
$
22,797
$
12,634
$
10,163
Expenses as a percentage of funded volume(7)
1.31
%
1.84
%
(0.53)
%
Originations Margin
0.70
%
0.76
%
(0.06)
%
(1)
Pull through adju
d sted (“PTA”
T
) volume represents the expected funding from locks taken during the period.
(2)
Funded volume for the period could include pull through adju
d sted lock volume from prior periods.
(3)
Recapture percentage includes new loan originations from both purchase and refinance transactions where customer retention and/or property retention
occurs as a result of a loan payoff from our servicing portfolio. Excludes loans we are contractually unable to solicit.
(4)
Refinance recapture percentage includes new loan originations from refinance transactions where customer retention and property retention occurs as a
result of a loan payofff from our servicing portfol
f io. Excludes loans we are contractually unabl
a e to solicit.
(5)
Calculated on pull-through adju
d sted lock volume as revenue is recognized at the time of loan lock.
(6)
Expenses include total expense and total other income (expenses), net.
(7)
Calculated on funded volume as expenses are incurred based on closing of the loan.
Originations Segment Revenues
Total revenues increased for the year ended Decembe
m
r 31, 2024, as compared to 2023, primarily driven by significant increases
in pull-through adju
d sted lock volumes, funded volumes, and volumes of originations loans sold in both DTC and correspondent
channels as a result of declining interest rates in 2024.
Originations Segment Expenses
Total expenses increased for the year ended Decembe
m
r 31, 2024, as compared to 2023, primarily due to an increase in salaries,
wages and benefits expense, and marketing and profes
f
sional service fees. The increase in salaries, wages and benefits expense
in 2024 was primarily driven by variable compensation attributable to higher originations funding volume. Marketing and
profes
f
sional service fees increased in 2024 primarily due to an increase in marketing costs driven by growth in the portfol
f io.

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
36
Originations Segment Other Income (Expenses), Net
Interest income relates primarily to mortgage loans held for sale. Interest expense is associated with the warehouse facilities
utilized to finance newly originated loans. There were no material changes in total other income (expenses), net, during the year
ended Decembe
m
r 31, 2024, as compared to 2023, as interest income and interest expense increased commensurately and largely
offs
f et.
Originations Margin
The Originations Margin for the year ended Decembe
m
r 31, 2024 decreased as compared to 2023, primarily due to lower revenue
as a percentage of pull through adju
d sted lock volume driven by a shiftf in channel mix from higher margin direct-to-consumer to
lower margin correspondent. Direct-to-consumer channel mix was 32% and 45% for the years ended December 31, 2024, and
2023, respectively.
Corporate/Other
Corporate/Other includes the results of Xome’s and Roosevelt Management Company’s operations, the Company’s unallocated
overhead expenses (which include the costs of executive management and other corporate functions that are not directly
attributable to our operating segments), changes in equity investments and interest expense on our unsecured senior notes. In
addition, Corporate/Othe
t
r includes eliminations related to intersegment hedge fair value changes.
The following tabl
a es set fortht the selected financial results for Corporate/Other:
Table 13. Corporate/Other Selected Financial Results
Year Ended December 31,
2024
2023
Change
Corporate/Other - Operations
Total revenues
$
77
$
83
$
(6)
Total expenses
294
276
18
Interest income
1
1
—
Interest expense
286
176
110
Other (expense) income, net
(19)
41
(60)
Key Metrics
Average exchange inventory
r under management
26,536
27,120
(584)
Total revenues decreased slightly during the year ended December 31, 2024 as compared to 2023, primarily due to a decline in
Xome revenues as the average exchange volume decreased in 2024.
Total expenses increased during the year ended Decembe
m
r 31, 2024 as compared to 2023, primarily due to an increase in
salaries, wages and benefit
f s associated with increased headcount driven by a business acquisition completed in the third quarter
of 2023, higher executive compensation, and an increase in operating expenses related to Roosevelt and Xome exchange in
2024.
Interest expense increased during the year ended Decembe
m
r 31, 2024 as compared to 2023, due to the issuance of the unsecured
senior notes in Februa
r
ry and August of 2024 and the unsecured senior note assumed from a business acquisition completed in
the third quarter of 2023. For furthe
t
r discussion, please refer to Note 12, Indebtedne
d
ss,
e
in the Notes to the Consolidated
Financial Statements.
The change in other (expense) income, net during the year ended Decembe
m
r 31, 2024 as compared to 2023 was primarily due to
a gain recorded in 2023 in connection with an acquisition.

37 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
Liquidity and Capital Resources
We measure liquidity by unrestricted cash and availabi
a lity of borrowings on our advance, warehouse and MSR facilities. We
held cash and cash equi
q valents on hand of $753 as of December 31, 2024 compared to $571 as of Decembe
m
r 31, 2023. During
the year ended Decembe
m
r 31, 2024, we bought back 1.8 million shares of our outstanding common stock for a total cost of
$147, excluding excise tax, as part of our stock repurchase program. We have suffic
f ient borrowing capa
a
city to supp
u
ort our
operations. As of Decembe
m
r 31, 2024, total borrowing capa
a
city for advance, warehouse, and MSR facilities was $14,251, of
which $2,646 was collateralized and immediately availabl
a e to draw. During the year ended Decembe
m
r 31, 2024, we increased
capa
a
city on our MSR facilities by $1,750. On Februa
r
ry 1, 2024, we completed an offe
f ring of $1,000 7.125% unsecured senior
notes due 2032, and on August 1, 2024, we completed an offe
f ring of $750 6.500% unsecured senior notes due 2029. We repaid
a portion of the amounts outstanding on our MSR facilities with the net proceeds of the offe
f rings. For more information on our
advance, warehouse, and MSR facilities, see Note 12, Indebtedne
d
ss, in the Notes to Consolidated Financial Statements within
Item 8, Financial Statements and Supp
u
lementary
r Data.
Sources
e and Uses of Cash
Our primary
r sources of funds for liqui
q dity include: (i) servicing fees and ancillary revenues; (ii) advance, warehouse and MSR
facilities, other secured borrowings and unsecured senior notes; (iii) payments received in connection with the sale of excess
spread.
Our primary
r uses of funds for liquidity include: (i) funding of servicing advances; (ii) originations of loans; (iii) payment of
interest expenses; (iv) payment of operating expenses; (v) repayment of borrowings and repurchases or redemptions of
outstanding indebtedness; (vi) payments for acquisitions of MSRs; (vii) payment of our technology expenses.
We believe that our cash flows from operating activities, as well as capacity through existing facilities, provide adequate
resources to fund our anticipated ongoing cash requirements. We rely on these facilities to fund operating activities. As the
facilities mature, we anticipate renewal of these facilities will be achieved. Future debt maturities will be funded with cash and
cash equivalents, cash flow from operating activities and, if necessary,y future access to capi
a tal markets. We continue to optimize
the use of balance sheet cash to avoid unnecessary interest carrying costs.
In addition, derivative instru
t
ments are used as part of the overall strategy to manage exposure to market risks primarily
associated with fluctuations in interest rates related to originations and servicing. As part of the Company’s economic hedging
strategy,y the Company hedges interest rate risk related to the pipeline in Originations (compr
m
ised of IRLCs and newly
originated mortgage loans held for sale) and MSR portfol
f io in Servicing primarily using third-party derivative instruments. See
Note 11, Derivative Financial Instru
t
mentst , in the Notes to Consolidated Financial Statements within Item 8, Financial
Statements and Supp
u
lementary
r Data, for a summary of our derivative transactions.
In the normal course of business, we enter into various type
y
s of on- and off-b
f
alance sheet transactions with special purpos
r
e
entities (“SPEs”) determined to be variable interest entities (“VIEs”), which primarily consist of securitization trus
r
ts establ
a ished
for a limited purpo
r
se. Generally,y these SPEs are formed for the purpose of securitization transactions in which we transfer
f
assets to an SPE, which then issues to investors various forms of debt obligations supported by those assets. In these
securitization transactions, we typically receive cash and/or other interests in the SPE as proceeds for the transfer
f re
r d assets. See
Note 13, Securitizations and Financings, in the Notes to Consolidated Financial Statements within Item 8, Financial Statements
and Supp
u
lementary
r Data, for a summary
r of our transactions with VIEs and unconsolidated balances, and details of their impa
m
ct
on our consolidated financial statements.
Cash Flow
l
s
The tabl
a e below presents cash flows information:
Table 14. Cash Flows
Year Ended December 31,
2024
2023
Change
Net cash attributable to:
Operating activities
$
(724) $
896
$
(1,620)
Investing activities
(2,697)
(1,836)
(861)
Financing activities
3,654
978
2,676
Net increase in cash, cash equivalents and restricted cash
$
233
$
38
$
195

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
38
Operating activities
Our operating activities used cash of $724 during the year ended Decembe
m
r 31, 2024 compared to generated cash of $896 in
2023. The change was primarily due to a decrease in cash generated of $855 from originations net sales activities driven by
lower margins and an increase of $436 in cash used for the repurchase of loan assets out of Ginnie Mae securitizations.
Investing activities
Cash used in investing activities increased to $2,697 during the year ended Decembe
m
r 31, 2024 from $1,836 in 2023. Total cash
of $1,311 was used in 2024 for the acquisition of certain mortgage operation assets of Flagstar in 2024, compared to total cash
of $522 used in 2023 for business acqui
q sitions.
Financing activities
Cash generated in financing activities increased to $3,654 during the year ended Decembe
m
r 31, 2024 from $978 in 2023. The
increase was primarily due to cash generated of $1,750 from the issuance of the 2032 and 2029 unsecured senior notes in 2024
and increased net borrowing of $822 from advance, warehouse and MSR facilities.
Item 7A. Quantitative and Qualita
l
tive Disc
i
losures about Market Risk
i
Market Risk
Our principal market exposure is to interest rate risk due to the impa
m
ct on our mortgage-related assets and commitments.
Interest Rate Risk
i
Changes in interest rates negatively affe
f ct our operations primarily as follows:
Servicing Segm
e
ent
•
a decrease in mortgage rates may increase prepayment speeds which may impa
m
ct earnings through (i) increased
amortization expense; (ii) decrease in servicing fees; and (iii) decrease in the fair value of our MSRs;
•
a decrease in interest rates could reduce float earnings from our custodial deposit accounts;
•
an increase in interest rates would increase the cost of servicing our outstanding debt, including our ability to finance
servicing advances and to finance acquisitions;
•
an increase in interest rates would increase monthly payments for adju
d stable mortgage loan’s due to corresponding
upward adju
d stment to respective loan interest rate, and may increase delinquency, defaul
a t, and foreclosure. Increased
mortgage defaul
a ts and foreclosures may adversely affe
f ct our business as they increase our expenses and reduce the
number of mortgages we service;
•
an increase in interest rates could also adversely affe
f ct our redelivery margins on EBO loans and conseque
q
ntly reduce
the volume of EBO repurchases.
Originations Segm
e
ent
•
an increase in interest rates could adversely affe
f ct our loan originations volume because refinancing an existing loan
would be less attractive for homeowners and qualifyi
f ng for a purchase money loan may be more diffic
f ult for
consumers;
•
an increase in interest rates could also adversely affe
f ct our production margins due to increased competition among
originators;
Our Investment Committee, an executive management committee, establ
a ishes and maintains policies that govern our risk
appetite and associated hedging programs. Factors considered by the Investment Committee include such factors as market
volatility,y duration and interest rate sensitivity measures, limits, targeted hedge ratios, the type
y
of hedge instruments used in our
hedging activities and our liquidity risk profile
f
. Management actively manages interest rate exposure associated with the MSR
portfolio and the pipeline through the usage of hedge instruments in accordance with the Investment Committee policies, which
specify that the MSR portfolio and the pipeline should be hedged separately. Hedge instruments permitted by our aggregate
hedge strategy include highly liquid market instruments such as Forward MBS trades, Swap futures, and Treasury futures. See
Note 11, Derivative Financial Instru
t
mentst in the Notes to Consolidated Financial Statements within Item 8, Financial
Statements and Supp
u
lementary
r Data, for additional information regarding our use of derivatives.
MSR
S
Hedging
n Stra
t
tegy
e
MSRs are measured at fair value with changes in fair value being recorded in earni
r ngs in the period in which the changes occur.
The MSR hedge strategy is focused on mitigating interest-rate risk associated with the MSR portfolio excluding PLS MSRs
(referred to herein as “MSR portfol
f io exposure”).
Our MSR hedge strategy’s obje
b ctive is to provide partial hedge coverage of our MSR portfolio exposure, considering market
and liquidity conditions. The hedge coverage ratio defined as the ratio of hedge and asset rate sensitivity (referred to as DV01)
is targeted at 75% of the MSR portfolio modeled interest rate risk, subject to change at the discretion of the Investment

39 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
Committee. Accordingly, the changes in fair value of our hedging instruments may not fully offs
f et the changes in fair value of
our net MSR portfolio exposure attributable to interest rate changes. We periodically evaluate the coverage ratio to determine if
it warrants adju
d stment based on market conditions and the symmetry of interest rate risk exposure and liquidity impa
m
cts of the
hedge and asset profil
f e under shock scenarios. In addition, while DV01 measures remain within the range of our hedging
strategy’s obje
b ctive, actua
t
l changes in fair value of the derivatives and MSR portfol
f io may not offs
f et to the same extent, due to
non-parallel changes in the interest rate curve and the basis risk inherent in the MSR profil
f e and hedging instruments. We
continuously evaluate the use of hedging instruments to strive to enhance the effe
f ctiveness of our interest rate hedging strategy.
The changes in value on the derivative instruments associated with the MSR hedging strategy are recorded in earni
r ngs as a
component of “revenues - service related, net” on the consolidated statements of operations within the Servicing segment and in
“loss (gain) on MSR hedging activities” on the consolidated statements of cash flows.
Pipe
i
line Hedging
i
Stra
t
tegy
e
- Loans Held For Sale and IRLC
R
s
C
We are exposed to interest rate risk and related price risk during the period from the date of the interest rate lock commitment
through (i) the lock commitment cancellation or expiration date or (ii) through the date of sale of the resulting loan into the
secondary mortgage market for both the Originations segment for newly originated mortgage loans and the Servicing segment
related to repurchased EBO mortgage loans held for sale. IRLCs generally range to 90 days and mortgage loans held for sale
are generally funded and sold within 30 days. The obje
b ctive of the pipeline hedging strategy is to economically hedge the entire
pipeline interest rate exposure of both IRLCs and mortgage loans held for sale within certain hedge coverage tolerance levels.
The net daily market risk position of net pull-though adju
d sted IRLCs and mortgage loans held for sale is monitored daily and its
tolerance is +/- 10% of the estimated base value risk.
The changes in value on the derivative instruments associated with the pipeline hedging strategy are recorded in earni
r ngs as a
component of “revenues - net gain on mortgage loans held for sale” on the consolidated statements of operations and
consolidated statements of cash flows within the Originations and Servicing segments.
Sensitivity Analys
l
is
We assess our market risk based on changes in interest rates utilizing a sensitivity analysis. The sensitivity analysis measures
the potential impa
m
ct on fair values based on hypothetical changes (increases and decreases) in interest rates.
We use a duration-based model in determining the impa
m
ct of interest rate shifts
f
on our loan portfolio, certain other interest-
bearing liabi
a lities measured at fair value and interest rate derivatives portfolios. The primary assumption used in these models is
that an increase or decrease in the benchmark interest rate produces a parallel shiftf in the yield curve across all maturities.
We utilize a discounted cash flow analysis to determine the fair value of MSRs and the impa
m
ct of parallel interest rate shifts
f
on
MSRs. The discounted cash flow model incorporates prepayment speeds, OAS, costs to service, delinquencies, ancillary
revenues, recapt
a ur
t
e rates and other assumptions that management believes are consistent with the assumptions that other similar
market participants use in valuing the MSRs. The key assumptions to determine fair value include prepayment speed, OAS and
cost to service. However, this analysis ignores the impa
m
ct of interest rate changes on certain material variables, such as the
benefit or detriment on the value of future loan originations, non-parallel shifts
f
in the spread relationships between MBS, swaps
and U.S. Treasury
r rates and changes in primary and secondary mortgage market spreads. For mortgage loans, IRLCs, forward
delivery commitments on MBS and treasury
r futures, we rely on a model in determining the impa
m
ct of interest rate shifts
f . In
addition, the primary
r assumption used for IRLCs, is the customer’s propensity to close their mortgage loans under the
commitment.
Our total market risk is influenced by a wide variety of factors including market volatility and the liquidity of the markets.
There are certain limitations inherent in the sensitivity analysis presented, including the necessity to conduc
d
t the analysis based
on a single point in time and the inability to include the complex market reactions that normally would arise from the market
shifts
f
modeled.
We used Decembe
m
r 31, 2024 market rates on our instruments to perform the sensitivity analysis. The estimates are based on the
market risk sensitive portfolios described in the preceding paragraphs and assume instantaneous, parallel shifts
f
in interest rate
yield curves. These sensitivities are hypothetical and presented for illustrative purpo
r
ses only. Changes in fair value based on
variations in assumptions generally cannot be extrapolated becaus
a
e the relationship of the change in fair value may not be
linear.
The following tabl
a e summarizes the estimated change in the fair value of our assets and liabi
a lities sensitive to interest rates as of
Decembe
m
r 31, 2024 given hypothe
t
tical instantaneous parallel shifts
f
in the yield curve. Actual results could differ
f
materially.

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
40
Table 17. Change in Fair Value
December 31, 2024
Down 25 bps
Up 25 bps
Increase (decrease) in assets
Mortgage servicing rights at fair value
$
(200) $
180
Mortgage loans held for sale at fair value
12
(12)
Derivative financial instruments:
Forward MBS trades
(22)
25
Interest rate lock commitments
5
(5)
Total change in assets
(205)
188
Increase (decrease) in liabi
a lities
Mortgage servicing rights liabi
a lities at fair value
(2)
2
Excess spread financing at fair value
(2)
2
Derivative financial instruments:
Treasury futures
(83)
81
Forward MBS trades
(67)
70
Interest rate lock commitments
(7)
8
Total change in liabi
a lities
(161)
163
Total net change
$
(44) $
25
Capital Resources
Capi
a ta
i l Stru
t
cture and Debt
We require access to external financing resources from time to time depending on our cash requirements, assessments of current
and anticipated market conditions and afte
f r-tax cost of capital. If needed, we believe additional capital could be raised through a
combination of issuances of equity,y corporate indebtedness, asset-backed acquisition financing and/or cash from operations.
Our access to capi
a tal markets can be impa
m
cted by factors outside our control, including economic conditions.
Financial Covenants
Our credit facilities contain various financial covenants which primarily relate to required tangible net wortht amounts, liquidity
reserves, leverage requirements, and profita
f
bi
a lity requirements, which are measured at our operating subs
u
idiary,y Nationstar
Mortgage, LLC, as well as Cypress Loan Servicing LLC. As of December 31, 2024, we were in compliance with our required
financial covenants.
Seller/Se
/
rvicer Financial Requirem
r
ents
We are also subj
u ect to net worth, liquidity and capital ratio requirements establ
a ished by the Federal Housing Finance Agency
(“FHFA”) for Fannie Mae and Freddie Mac (“Enterprises”) Seller/Servicers, and Ginnie Mae for single family issuers, as
summarized below. These requirements apply to our operating subs
u
idiary,y Nationstar Mortgage, LLC, and Cypr
y
ess Loan
Servicing LLC.
Minimum Net Wortht
•
FHFA - a net worth base of $2.5 plus a dollar amount equal to or exceeding the sum of (i) 25 basis points of the
sellers/servicer’s residential first lien mortgage servicing UPB, serviced for the Enterprises, plus (ii) 25 basis points of
non-agency serviced UPB, plus (iii) 35 basis points of the sellers/servicer’s residential first lien mortgage servicing
UPB serviced for Ginnie Mae.
•
Ginnie Mae - a net worth equa
q
l to the sum of $2.5, plus (i) 35 basis points of the issuer’s total effe
f ctive Ginnie Mae
single-family outstanding obligations, plus (ii) 25 basis points of the issuer’s total Enterprises single family
outstanding servicing portfol
f io balance, plus (iii) 25 basis points of the issuer’s total non-agency single family
servicing portfolio.
Minimum Liquidity
•
FHFA - a base Liquidity of eligible assets equal to or exceeding:
◦
7 basis points of sellers/servicer’s residential first lien mortgage servicing UPB serviced for the Enterprises, if
the seller/servicer remits (or an Enterprise draws) interest or principal, or both,
t
as scheduled, regardless of
whethe
t
r principal or interest has been collected from the customer, plus

41 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
◦
3.5 basis points of the sellers/servicer’s residential first lien mortgage servicing UPB serviced for the
Enterprises, if the seller/servicer remits (or an Enterprise draws) the interest and principal only as actua
t
lly
collected from the customer, plus
◦
3.5 basis points of the seller/s
r ervicer’s non-agency servicing UPB, plus
◦
10 basis points of the seller/s
r ervicer’s residential first lien mortgage servicing UPB serviced for Ginnie Mae.
◦
In addition, an origination liquidity equa
q
l to or exceeding 50 basis points of the sum of the following:
i.
Residential first lien mortgages held for sale, at lower of cost or market
ii.
Residential first lien mortgages held for sale, at fair value, plus
iii. UPB of interest rate lock commitments afte
f r fallout adju
d stments
◦
Suppl
u
emental liquidity at all time equal to or exceeding the sum of:f
i.
2 basis points of the sellers/servicer’s residential mortgage servicing UPB serviced for the
Enterprises, plus
ii.
5 basis points of the sellers/servicer’s residential mortgage servicing UPB serviced for Ginnie Mae
•
Ginnie Mae – the greater of $1 or the sum of:f
◦
10 basis points of the issuer’s outstanding Ginnie Mae single-fam
f
ily servicing UPB, plus
◦
3.5 basis points of the issuer’s outstanding Enterprises single family servicing UPB, if the issuer remits (or
the Enterprise draws) the principal and interest only as actua
t
lly collected from the customer, plus
◦
7 basis points of the Issuer’s outstanding Enterprises single-fam
f
ily servicing UPB, if the issuer remits (or the
Enterprise draws) the principal or interest, or both,
t
as scheduled, regardless of whethe
t
r principal or interest
has been collected from the customer, plus
◦
3.5 basis points of the issuer’s outstanding non-agency single-fam
f
ily servicing UPB.
•
Ginnie Mae - issuers that originated more than $1 billion in UPB of any residential first mortgage in the recent four-
quarter period must have liqui
q d assets equal to the greater of at least $1 or the sum of the points listed immediately
above, plus:
◦
50 basis points of loans held for sale, plus
◦
50 basis points of the issuer’s UPB of IRLCs afte
f r fallout adju
d stments
Financial Repo
e
rting Requirem
r
ents
•
FHFA – must obtain an assessment of the seller/servicer’s performance and creditworthiness by a qualifie
f d,
independent third party on an annual basis and meet the following criteria:
◦
One primary
r servicer rating or master servicer rating, as applicable for large non-depository institutions that
have greater than or equal to $50 billion in servicing UPB, and
◦
One primary
r servicer rating or master servicer rating, as applicable, and one third party long-term senior
unsecured debt rating or long-term corporate family rating, for large non-depository institutions that have
greater than $100 billion in servicing UPB, and
◦
One primary
r servicer rating or master servicer rating, as applicable, and issued by two rating agencies, each
of which must issue either a third party long-term unsecured debt rating or long-term corporate family rating
for large non-depository institutions that have greater than or equa
q
l to $150 billion in servicing UPB.
Minimum Capi
a tal Ratio
•
FHFA and Ginnie Mae - a ratio of Tangible Net Worth to Total Assets greater than 6%.
Secured Debt to Gros
r
s Tangible Asset Ratio
•
Ginnie Mae - a secured debt to gross tangible asset ratios no greater than 60%.
Capi
a tal and Liquidity Plan
•
FHFA - Require annual capi
a tal and liquidity plan that includes MSR stress tests as part of the plan.
Capi
a tal Requirem
r
ents
•
Ginnie Mae – a Risk-based Capi
a tal Ratio (“RBCR”) of at least 6%. RBCR is adju
d sted net worth less excess MSRs
divided by total risked-based assets.
As of Decembe
m
r 31, 2024, Nationstar Mortgage, LLC and Cypress Loan Servicing LLC were in compliance with our
seller/servicer financial requirements for FHFA and Ginnie Mae.
Since our Ginnie Mae single-family servicing portfol
f io exceeds $75 billion in UPB, we are also required to obtain an external
primary
r servicer rating and issuer credit ratings from two differ
f ent rating agencies and receive a minimum rating of a B or its
equivalent. We met this requirement for all financial periods presented.

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
42
In addition, Fannie Mae or Freddie Mac may require capital ratios in excess of stated requirements. Refer to Note 18, Capi
a tal
Requirem
r
ents, in the Notes to Consolidated Financial Statements within Item 8, Financial Statements and Supp
u
lementary
r Data,
for additional information.
Table 15. Debt
December 31, 2024
December 31, 2023
Advance facilities principal amount
$
849
$
682
Warehouse facilities principal amount
2,016
822
MSR facilities principal amount
3,650
2,814
Unsecured senior notes principal amount
4,950
3,200
Adva
d
nce Facilities
As part of our normal course of business, we borrow money to fund servicing advances. Our servicing agreements require that
we advance our own funds to meet contractua
t
l principal and interest payments for certain investors, and to pay taxes, insurance,
foreclosure costs and various other items that are required to preserve
r
the assets being serviced. Delinquency rates and
prepayment speeds affe
f ct the size of servicing advance balances, and we exercise our ability to stop advancing principal and
interest where the pooling and servicing agreements permit, where the advance is deemed to be non-recoverabl
a e from future
proceeds. These servicing requirements affe
f ct our liquidity. We rely upon several counterpa
r
rties to provide us with financing
facilities to fund a portion of our servicing advances. As of Decembe
m
r 31, 2024, we had a total borrowing capa
a
city of $1,400, of
which we could borrow an additional $551. The maturity dates of our advance facilities range from July 2025 to October 2026.
As of Decembe
m
r 31, 2024, we had $22 and $827 of borrowings outstanding under the advance facilities maturing in 2025 and
2026, respectively.
Warehouse Facilities
Loan origination activities generally require short-term liquidity in excess of amounts generated by our operations. The loans
we originate are financed through several warehouse lines on a short-term basis. We typi
y cally hold the loans for approximately
30 days and then sell or place the loans in governm
r
ent securitizations in order to repay the borrowings under the warehouse
lines. Our ability to fund current operations depends upon our ability to secure these type
y
s of short-term financings on
acceptabl
a e terms and to renew or replace the financings as they expire. As of Decembe
m
r 31, 2024, we had a total borrowing
capacity of $5,851 for warehouse facilities, of which we could borro
r
w an additional $3,835. The maturity dates for our
warehouse facilities range from April 2025 to Decembe
m
r 2026. As of Decembe
m
r 31, 2024, we had $1,773 and $243 of
borrowings outstanding under warehouse facilities maturing in 2025 and 2026, respectively.
MSR
S
Facilities
Our MSR facilities provide financing for our servicing portfolio and investments. As of Decembe
m
r 31, 2024, we had a total
borrowing capacity of $7,000 for MSR facilities, of which we could borrow an additional $3,350. The maturity dates for our
MSR facilities range from November 2025 to Septembe
m
r 2026. As of December 31, 2024, we had $25 and $3,625 of
borrowings outstanding under MSR facilities maturing in 2025 and 2026, respectively.
Unsecured Senior Notes
From 2021 to 2024, we completed offe
f rings of unsecured senior notes with maturity dates ranging from 2026 to 2032. In
connection with a business combination completed in the third quarter of 2023, we assumed an unsecured senior note with a
maturity date in 2026. In Februa
r
ry and August 2024, we completed offe
f rings of $1,000 and $750 unsecured senior notes due in
2032 and 2029, respectively. We pay interest semi-annually to the holders of these notes at interest rates ranging from 5.000%
to 7.125%. We are scheduled to pay a total of $1,542 of interest payments from these notes over the next eight years, of which
$296 is due within a year.

43 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
As of Decembe
m
r 31, 2024, the expected maturities of our unsecured senior notes based on contra
t ctua
t
l maturities are presented
below:
Table 16. Contractual Maturities - Unsecured Senior Notes
Year Ending December 31,
Amount
2025
$
—
2026
500
2027
600
2028
850
2029
750
Thereafter
2,250
Unsecured senior notes principal amount
4,950
Purchase discount and unamortized debt issuance costs
(59)
Unsecured senior notes, net
$
4,891
Othe
t
r contra
t
ctual obligations
Our operating lease obligations were primarily incurred for offi
f ce space and equipment. The average lease terms are generally
for 1 to 8 years. As of Decembe
m
r 31, 2024, the total future minimum
m
lease payments for our operating lease obligations were
$63, of which $16 is due within a year. For more information regarding lease obligations, see Note 8, Leases, in the Notes to
Consolidated Financial Statements within Item 8, Financial Statements and Supp
u
lementary
r Data.
Critical Accounting Policies and Estimates
Various elements of our accounting policies, by their nature, are inherently subj
u ect to estimation techniques, valuation
assumptions and other subjective assessments. In particular, we have identified the following policies that, due to the judgment,
estimates and assumptions inherent in those policies, are critical to an understanding of our consolidated financial statements.
These policies relate to fair value measurements, particularly those determined to be Level 3 as discussed in Note 17,7 Fair
Value Measurem
r
ents, in Notes to Consolidated Financial Statements and valuation and realization of deferred tax assets. We
believe that the judgment, estimates and assumptions used in the preparation of our consolidated financial statements are
appropriate given the factua
t
l circumstances at the time. However, given the sensitivity of our consolidated financial statements
to these critical accounting policies, the use of othe
t
r judgments, estimates and assumptions could result in material differ
f ences
in our results of operations or financial condition. Fair value measurements considered to be Level 3 representing estimated
values based on significant unobservable input
n
s include (i) the valuation of MSRs and (ii) the valuation of excess spread
financing.
MSRs
S
at Fair Value
We generally retain the servicing rights for existing residential mortgage loans transfer
f red to a third party. We recognize MSRs
recorded on the balance sheet in such transfer
f s that meet the accounting requirements for sale treatment at fair value.
Additionally, we may acquire the rights to service residential mortgage loans from third parties. We have elected to measure all
MSRs at fair value subsequent to capi
a talization or acquisition, with all changes in fair value recorded within “revenues - service
related, net” in the consolidated statements of operations. We estimate the fair value of these MSRs using a discounted cash
flow model, which incorporates prepayment speeds, option adju
d sted spread, costs to service, delinquencies, ancillary revenues,
recapture rates and othe
t
r assumptions that management believes are consistent with the assumptions that other similar market
participants use in valuing the MSRs. The key assumptions to determine fair value include prepayment speeds, option adju
d sted
spread (“OAS”), and cost to service. However, the discounted cash flow model is complex and uses asset-specific collateral
data and market inputs for interest and discount rates. In addition, the modeling requirements of MSRs are complex because of
the high number of variables that drive cash flows associated with MSRs. We obtain independent third-party valuations,
industry surveys and other availabl
a e market data quarterly to assess the reasonabl
a eness of the fair value calculated by the cash
flow model as well as the underlying assumptions used. For the impa
m
ct of changes in estimates on MSRs at fair value, see Item
7A. Quantitative and Qualitative Disclosures about Market Risk and Note 4, Mortga
t
ge Servicing Righ
i
ts and Related Liabilities,
in the Notes to Consolidated Financial Statements within Item 8, Financial Statements and Supp
u
lementary
r Data.
Excess Spread Fina
i
ncing
n
In conjunction with the acquisition of certain MSRs on various pools of residential mortgage loans (the “Portfol
f ios”), we have
entered into sale and assignment agreements related to its right to servicing fees, under which we sell to third parties the right to
receive a portion of the excess cash flow generated from the Portfolios afte
f r receipt of a fixed base servicing fee per loan. The
sale of these rights is accounted for as a secured borrowing under Accounting Standards Codification (“ASC”) 860. We

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
44
measure these financing arrangements at fair value to accurately represent the future performance of the acquired MSRs and
related excess servicing financing, with all changes in fair value recorded as a charge or credit to “revenues - service related,
net” in the consolidated statements of operations. The fair value on excess spread financing is based on the present value of
future expected discounted cash flows. The cash flow assumptions used in the model are based on various factors, with the key
assumptions being mortgage prepayment speeds and option adju
d sted spread. However, the discounted cash flow model is
complex and uses asset-specific collateral data and market inputs. In addition, our total market risk is influenced by a wide
variety of factors including market volatility and liquidity of the markets. We obtain an independent third-party valuation,
industry surveys and other availabl
a e market data quarterly to assess the reasonabl
a eness of the fair value calculated by the cash
flow model as well as the underlying assumptions used. For the impa
m
ct of changes in estimates on excess spread financing, see
Item 7A. Quantitative and Qualitative Disc
i
losures about Market
k
Risk
i
and Note 4, Mortgag
t
e Servicing Right
i
st and Related
Liabilities, in the Notes to Consolidated Financial Statements within Item 8, Financial Stat
t ements and Supp
u
lementary
r Data.
Realiz
l atio
t n of Defe
e rred Tax
a Assets
Our provision for income taxes is calculated using the balance sheet method, which requires the recognition of deferred income
taxes. Deferred income taxes reflect the net tax effe
f ct of temporary
r differ
f ences between the carrying amounts of assets and
liabi
a lities for financial reporting purpos
r
es and the amounts used for income tax purposes and certain changes in the valuation
allowance. We provide a valuation allowance against deferred tax assets if,f based on availabl
a e evidence, it is more likely than
not that some portion or all of the deferred tax assets will not be realized. In determining the adequacy of the valuation
allowance, we consider all forms of evidence, including: (1) historic earni
r ngs or losses; (2) anticipated taxabl
a e income resulting
from the reversal of taxabl
a e temporary
r differ
f ences; (3) tax planning strategies; and (4) anticipated future earnings exclusive of
the reversal of taxable temporary differ
f ences. Of all of the sources of taxabl
a e income, we generally rely upon reversals of
existing deferred tax liabi
a lities, tax planning strategies, and future taxable income excluding reversing differ
f ences. In
determining the appropriate amount of valuation allowance required, we consider (1) internal forecasts of our future pre-tax
income exclusive of reversing temporary differ
f ences and carryforwards, (2) the nature and timing of future reversals of existing
deferred tax assets and liabi
a lities, (3) future originating temporary and permanent differ
f ences, and (4) NOL carryforward
expiration dates, among othe
t
rs.
Other Matters
Recent Accounting Developments
Below provides recently issued accounting pronouncements applicable to us but not yet effe
f ctive.
Accounting Standards Update 2023-09, Income Taxes
a
(Topi
T
c 740): Impr
m
ov
r
ements to Income Tax
a Disc
i
losures (“ASU 2023-09”),
provides qualitative and quantitative updates to the rate reconciliation and income taxes paid disclosures, among others, in order
to enhance the transparency of income tax disclosures, including consistent categories and greater disaggregation of
information for income taxes paid by jurisdiction. The amendments in ASU 2023-09 are effe
f ctive for fiscal years beginning
afte
f r Decembe
m
r 15, 2024, with early adoption permitted. The amendments should be applied prospectively; however,
retrospective application is also permitted. We are currently evaluating the impa
m
ct this ASU may have on our financial
statement disclosures. The Company does not expect ASU 2023-09 to have a material impa
m
ct on our consolidated financial
statements.
Accounting Standards Updated 2024-03, Income Stat
t ement-Repo
e
rting Comprehensive Income-Exp
E
ense Disa
i
ggre
g ga
e
tion
Disc
i
losures (“ASU 2024-03”) requires a public entity to disclose, at each interim and annual reporting period, certain
disaggregated expenses included in each relevant expense caption, as well as the total amount of selling expenses and, in annual
periods, an entity’s definition of selling expenses. ASU 2024-03 is effe
f ctive for annual reporting periods beginning afte
f r
Decembe
m
r 15, 2026, and interim periods within annual reporting periods beginning afte
f r Decembe
m
r 15, 2027, with early
adoption permitted. The Company is currently evaluating this ASU to determine its impa
m
ct on the Company’s disclosures.
For information on recent accounting guidance adopted in 2024, see Note 1, Nature of Business and Basisi of Pres
r entation, in
the Notes to Consolidated Financial Statements within Item 8, Financial Statements and Supp
u
lementary
r Data.

45 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
GLOSSARY OF TERMS
This Glossary of Terms defines some of the terms that are used throughout this report and does not represent a complete list of
all defined terms used.
Adva
d
nce Facility.y A secured financing facility to fund advance receivabl
a es which is backed by a pool of mortgage servicing
advance receivabl
a es made by a servicer to a certain pool of mortgage loans.
Agency.y Government entities guaranteeing the mortgage investors that the principal amount of the loan will be repaid; the
Federal Housing Administration, the Department of Veterans Affa
f irs, the US Department of Agricultur
t
e and Ginnie Mae (and
collectively, the “Ag
“
encies”).
Agency Confor
f
mi
r
ng Loan. A mortgage loan that meets all requirements (loan type
y
, maximum amount, LTV ratio and credit
quality) for purchase by Fannie Mae, Freddie Mac, or insured by the FHA, USDA or guaranteed by the VA or sold into Ginnie
Mae.
Asset-Backed Securities (“ABS
“
”). A financial security whose income payments and value is derived from and collateralized (or
“backed”) by a specified pool of underlying receivables or other financial assets.
Bulk acquisitions or purchases. MSR portfolio acqui
q red on non-retained basis through an open market bidding process.
Base Servicing Fee. The servicing fee retained by the servicer, expressed in basis points, in an excess MSR arra
r ngement in
exchange for the provision of servicing functions on a portfolio of mortgage loans, afte
f r which the servicer and the co-
investment partner share the excess fees on a pro rata basis.
Client. Owner of the underlying mortgage servicing rights on behalf of whom we service loans.
Conventional Mortga
t
ge Loans. A mortgage loan that is not guaranteed or insured by the FHA, the VA or any other government
agency. Although a conventional loan is not insured or guaranteed by the government, it can still follow the guidelines of GSEs
and be sold to the GSEs.
Corres
r po
s
nden
d
t lender
d ,r lending channel or relationship.
i
A correspondent lender is a lender that funds loans in their own name
and then sells them offf to larger mortgage lenders. A correspondent lender underwrites the loans to the standards of an investor
and provides the funds at close.
Customer. Residential mortgage borrower.
Delinquent Loan. A mortgage loan that is 30 or more days past due from its contractua
t
l due date.
Depa
e
rtme
t
nt of Veterans Affa
f irsr (“VA”). The VA is a cabi
a net-level department of the U.S. federal government, which
guarantees certain home loans for qualifie
f d customers eligible for securitization with GNMA.
Direct-to-consumer originations (“DT
“
C”
T
).
”
A type
y
of mortgage loan origination pursuant to which a lender markets refinancing
and purchase money mortgage loans directly to selected consumers through telephone call centers, the Internet or other means.
Excess Servicing Fees. In an excess MSR arrangement, the servicing fee cash flows on a portfolio of mortgage loans afte
f r
payment of the base servicing fee.
Excess Sprea
r
d. MSRs with a co-investment partne
t
r where the servicer receives a base servicing fee and the servicer and co-
investment partner share the excess servicing fees. This co-investment strategy reduces the required upfront capi
a tal from the
servicer when purchasing or investing in MSRs.
Excess Yieldl . The remaining servicing fees above the minimum servicing fee (“GSE Base Servicing Fee”), as defined by the
agencies, whereby the rights to the excess fees are separated, securitized by the GSE’s and sold, while we retain the obligation
to service the loan and therefor
f
e continue to receive the GSE Base Servicing Fee.
Exchange inventory.
r
Consists of Xome’s real estate inventory ranging from pre-foreclosure to bank-owned properties.
Federal National Mortga
t
ge Association (“Fa
“
nnie Mae” or “FNM
F
A”
M
).
”
FNMA was federally chartered by the U.S. Congress in
1938 to support liquidity,y stability, and affo
f
rdability in the secondary mortgage market, where existing mortgage-related assets
are purchased and sold. Fannie Mae buys mortgage loans from lenders and resells them as mortgage-backed securities in the
secondary mortgage market.

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
46
Federal Housing Admi
d
nist
i ra
t
tion (“FH
“
A”
H
).
”
The FHA is a U.S. federal government agency within the Department of Housing
and Urba
r
n Development (HUD). It provides mortgage insurance on loans made by FHA-approved lenders in compliance with
FHA guidelines throughout the United States.
Federal Housing Finance Agency (“FH
“
FA
H
”). A U.S. federal government agency that is the regulator and conserva
r
tor of Fannie
Mae and Freddie Mac and the regulator of the 12 Federal Home Loan Banks.
Federal Home Loan Mortga
t
ge Corporation (“Fr
“
ed
r
di
d e Mac” or “FHL
F
MC”). Freddie Mac was chartered by Congress in 1970
to stabilize the nation’s residential mortgage markets and expand opportunities for homeownership and affo
f
rdable rental
housing. Freddie Mac participates in the secondary mortgage market by purchasing mortgage loans and mortgage-related
securities for investment and by issuing guaranteed mortgage-related securities.
Float earnings. Interest earne
r
d on balances in custodial accounts, which represent collections of principal and interest received
from customers on behalf of investors and tax and insurance payments.
Forbearance. An agreement between the mortgage servicer or lender and customer for a temporary postpo
t
nement of mortgage
payments. It is a form of repayment relief granted by the lender or creditor in lieu of forcing a property into foreclosure.
Government National Mortgag
t
e Association (“Ginnie Mae” or “GNM
G
A”
M
).
”
GNMA is a self-fi
f
nancing, wholly owned
U.S. Government corporation within HUD. Ginnie Mae guarantees the timely payment of principal and interest on MBS
backed by federally insured or guaranteed loans - mainly loans insured by the FHA or guaranteed by the VA. Ginnie Mae
securities are the only MBS to carry the full faith and credit guarantee of the U.S. federal government.
Government-Spo
S
nsored
r
Enterprise
i
(“GSE”
S
).
”
Certain entities establ
a ished by the U.S. Congress to provide liqui
q dity,y stability
and affo
f
rdability in residential housing. These agencies are Fannie Mae, Freddie Mac and the 12 Federal Home Loan Banks.
Interest Rate Lock Commitments (“IR
“
LC
R
”). Agreements under which the interest rate and the maximum amount of the
mortgage loan are set prior to funding the mortgage loan.
Investors. Our investors include agency investors and non-agency investors. Agency investors primarily consist of Government
National Mortgage Association (“Ginnie Mae” or “GNMA”) and the GSEs, Federal National Mortgage Association (“Fannie
Mae” or “FNMA”) and Federal Home Loan Mortgage Corp (“Freddie Mac” or “FHLMC”). Non-agency investors consist of
investors in private-labe
a
l securitizations.
Loan Modific
i
ation. Temporary or permanent modifications to loan terms with the customer, including the interest rate,
amortization period and term of the customer’s original mortgage loan. Loan modifications are usually made to loans that are in
default, or in imminent danger of defaulting.
Loan-to-Value Ratio (“LT
“
V”).
”
The unpaid principal balance of a mortgage loan as a percentage of the total appraised or market
value of the property that secures the loan. An LTV over 100% indicates that the UPB of the mortgage loan exceeds the value of
the property.
Lock period.d A set of periods of time that a lender will guarantee a specific rate is set prior to funding the mortgage loan.
Loss Mitigation. The range of servicing activities provided by a servicer in an attempt to minimize the losses suffer
f ed by the
owner of a defaulted mortgage loan. Loss mitigation techniques include short-sales, deed-in-lieu of foreclosures and loan
modifications, among othe
t
r options.
Mortgag
t
e-Backed Securities (“MB
“
S”).
”
A type
y
of asset-backed security that is secured by a group of mortgage loans.
Mortga
t
ge Servicing Right
i
(“MS
“
Rs
S
”). The right and obligation to service a loan or pool of loans and to receive a servicing fee
as well as certain ancillary income. MSRs may be bought and sold, resulting in the transfer
f
of loan servicing obligations. MSRs
are designated as such when the benefits of servicing the loans are expected to more than adequate
a ly compensate the servicer
for perfor
f
ming the servicing.
MSR
S
Facility.y A line of credit backed by mortgage servicing rights that is used for financing purposes. In certain cases, these
lines may be a sub-limit of another warehouse facility or alternatively exist on a stand-alone basis. These facilities allow for
same or next day draws at the request of the customer.
Non-Confor
f
mi
r
ng Loan. A mortgage loan that does not meet the standards of eligibility for purchase or securitization by Fannie
Mae, Freddie Mac or Ginnie Mae.

47 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
Option adju
d sted spread (“OAS”).
”
The incremental spread added to the risk-fre
f e rate to reflect embe
m
dded (prepayment)
optionality and other risk inherent in the MSRs or excess spread financing used to discount future cash flows for fair value
purposes.
Originations. The process through which a lender provides a mortgage loan to a customer.
Pull through
g adju
d sted lock volume. Represents the expected funding from locks taken during the period.
Prep
r
ayment Speed.d The rate at which voluntary mortgage prepayments occur or are projected to occur. The statistic is
calculated on an annualized basis and expressed as a percentage of the outstanding principal balance.
Primary
r Servicer.r The servicer that owns the right to service a mortgage loan or pool of mortgage loans. This differ
f s from a
subs
u
ervicer, which has a contra
t ctua
t
l agreement with the primary servicer to service a mortgage loan or pool of mortgage loans
in exchange for a subs
u
ervicing fee based upon portfol
f io volume and characteristics.
Prime Mortgage
t
Loan. Generally,y a high-quality mortgage loan that meets the underwriting standards set by Fannie Mae or
Freddie Mac and is eligible for purchase or securitization in the secondary
r mortgage market. Prime Mortgage loans generally
have lower default risk and are made to customers with excellent credit records and a monthly income at least three to four
times greater than their monthly housing expenses (mortgage payments plus taxes and othe
t
r debt payments) as well as
significant other assets. Mortgages not classified as prime mortgage loans are generally called either sub-
u
prime or Alt-A.
Private Label Securitizations (“PL
“
S”).
”
Securitizations that do not meet the criteria set by Fannie Mae, Freddie Mac or Ginnie
Mae.
Real Estate Owned (”REO
”
”). Property acqui
q red by the servicer on behalf of the owner of a mortgage loan or pool of mortgage
loans, usually through foreclosure or a deed-in-lieu of foreclosure on a defaulted loan. The servicer or a third-party real estate
management firm is responsible for selling the REO. Net proceeds of the sale are returned to the owner of the related loan or
loans. In most cases, the sale of REO does not generate enough to pay offf the balance of the loan underlying the REO, causing a
loss to the owner of the related mortgage loan.
Recapt
a ure.
r
Voluntarily prepaid loans that are expected to be refinanced by the related servicer.
Refin
e
ancing. The process of working with existing customers to refinance their mortgage loans. By refinancing loans for
customers we currently service, we retain the servicing rights, thereby extending the longevity of the servicing cash flows.
Servicing. The perfor
f
mance of contractua
t
lly specified administrative functions with respect to a mortgage loan or pool of
mortgage loans. Duties of a servicer typi
y cally include, among other things, collecting monthly payments, maintaining escrow
accounts, providing periodic monthl
t y statements to the customer and monthly reports to the loan owners or their agents,
managing insurance, monitoring delinquencies, executing foreclosures (as necessary), and remitting fees to guarantors, trus
r
tees
and service providers. A servicer is generally compensated with a specific fee outlined in the contract establ
a ished prior to the
commencement of the servicing activities.
Servicing Adva
d
nces. In the course of servicing loans, servicers are required to make advances that are reimbur
m
sabl
a e from
collections on the related mortgage loan or pool of loans. There are typically three types of servicing advances: P&I Advances,
T&I Advances and Corporate Advances.
(i) P&I Advances cover scheduled payments of principal and interest that have not been timely paid by customers. P&I
Advances serve to facilitate the cash flows paid to holders of securities issued by the residential MBS trus
r
t. The
servicer is not the insurer or guarantor of the MBS and thus has the right to cease the advanc
a
ing of P&I, when the
servicer deems the next advance nonrecoverabl
a e.
(ii) T&I Advances pay specified expenses associated with the preserva
r
tion of a mortgaged property or the liquidation
of defaulted mortgage loans, including but not limited to property taxes, insurance premiums or other property-related
expenses that have not been timely paid by customers in order for the lien holder to maintain its interest in the
property.
(iii) Corporate Advances pay costs, fees and expenses incurred in foreclosing upon, preserving defaulted loans and
selling REO, including attorneys’ and othe
t
r profes
f
sional fees and expenses incurred in connection with foreclosure and
liquidation or other legal proceedings arising in the course of servicing the defaulted mortgage loans.
Servicing Advances are reimbursed to the servicer if and when the customer makes a payment on the underlying
mortgage loan at the time the loan is modified or upon liquidation of the underlying mortgage loan but are primarily
the responsibility of the investor/o
r wner of the loan. The types of servicing advances that a servicer must make are set

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
48
forth in its servicing agreement with the owner of the mortgage loan or pool of mortgage loans. In some instances, a
servicer is allowed to cease Servicing Advances, if those advances will not be recoverabl
a e from the property securing
the loan.
Servicing Fee. A servicing fee is the percentage of each mortgage payment made by a customer to a mortgage servicer as
compensation for keeping a record of payments, collecting, and making escrow payments, passing principal and interest
payments along to the note holder.
Subservicing. Subs
u
ervi
r cing is the process of outsourcing the duties of the primary
r servicer to a third-party servicer. The third-
party servicer performs the servicing responsibilities for a fee and is typi
y cally not responsible for making servicing advances,
which are subsequently reimbur
m
sed by the primary servicer. The primary
r servicer is contra
t ctua
t
lly liabl
a e to the owner of the
loans for the activities of the subservicer.
Unpai
n
d Principal
i
Balance (“UPB”
P
).
”
The amount of principal outstanding on a mortgage loan or a pool of mortgage loans.
UPB is used together with the servicing fees and ancillary incomes as a means of estimating the future revenue stream for a
servicer.
U.S. Depar
e
tment of Ag
f
riculture (“USDA
S
”). The USDA is a cabinet-level department of the U.S. federal government, which
guarantees certain home loans for qualifie
f d customers.
Warehouse Facility.y A type of line of credit facility used to temporarily finance mortgage loan originations to be sold in the
secondary market. Pursuant to a warehouse facility,y a loan originator typically agrees to transfer
f
to a counterpa
r
rty certain
mortgage loans against the transfer
f
of funds by the counterpa
r
rt, with a simultaneous agreement by the counterpart to transfer
f
the loans back to the originator at a date certain, or on demand, against the transfer
f
of funds from the originator.

49 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
Item 8. Fina
i
ncial Stat
t em
t
ents and Suppl
p em
l
entary Data
Index to Consolidated Financial Statements:
Report of Independent Registered Public Accounting Firm (PCAOB ID: 42)
50
Consolidated Balance Sheets as of Decembe
m
r 31, 2024 and 2023
52
Consolidated Statements of Operations for the Years Ended Decembe
m
r 31, 2024, 2023 and 2022
53
Consolidated Statements of Stockholders’ Equity for the Years Ended December 31, 2024, 2023 and 2022
54
Consolidated Statements of Cash Flows for the Years Ended Decembe
m
r 31, 2024, 2023, and 2022
55
Notes to Consolidated Financial Statements
57
1. Nature of Business and Basis of Presentation
57
2. Signific
f ant Accounting Policies
57
3. Acquisitions
66
4. Mortgage Servicing Rights and Related Liabilities
68
5. Advances and Other Receivabl
a es
71
6. Mortgage Loans Held for Sale
72
7. Property and Equi
q pment
73
8. Leases
73
9. Loans Subj
u ect to Repurchase from Ginnie Mae
74
10. Goodwill and Intangible Assets
74
11. Derivative Financial Instru
t
ments
75
12. Indebtedness
76
13. Securitizations and Financings
78
14. Stockholders’ Equity and Empl
m oyee Benefit Plans
79
15. Earnings per Share
80
16. Income Taxes
81
17. Fair Value Measurements
83
18. Capi
a tal Requirements
88
19. Commitments and Contingencies
88
20. Segment Information
90

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
50
Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of Mr. Cooper Group
u Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Mr. Cooper Group Inc. (the
t
Company) as of Decembe
m
r 31,
2024 and 2023, the related consolidated statements of operations, stockholders' equi
q ty and cash flows for each of the three years
in the period ended Decembe
m
r 31, 2024, and the related notes (collectively referred to as the “consolidated financial
statements”). In our opinion, the consolidated financial statements present fairly,y in all material respects, the financial position
of the Company at Decembe
m
r 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years
in the period ended Decembe
m
r 31, 2024, in confor
f
mity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Publ
u ic Company Accounting Oversight Board (United States)
(PCAOB), the Company's internal control over financial reporting as of December 31, 2024, based on criteria establ
a ished in
Internal Contro
t
l-Integrated Framework
r issued by the Committee of Sponsoring Organizations of the Treadway Commission
(2013 framework), and our report dated Februa
r
ry 20, 2025 expressed an unqualifie
f d opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on
the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are
required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable
rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conduc
d
ted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perfor
f
m the
audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to
error or fraud
a
. Our audits included perfor
f
ming procedur
d
es to assess the risks of material misstatement of the financial
statements, whether due to erro
r
r or fraud, and perfor
f
ming procedur
d
es that respond to those risks. Such procedur
d
es included
examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included
evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall
presentation of the financial statements. We believe that our audits provide a reasonabl
a e basis for our opinion.
Critical Audit Matter
The critical audit matter communi
m
cated below is a matter arising from the current period audit of the financial statements that
was communi
m
cated or required to be communi
m
cated to the audit committee and that: (1) relates to accounts or disclosures that
are material to the financial statements and (2) involved our especially challenging, subj
u ective or complex judgments. The
communi
m
cation of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken
as a whole, and we are not, by communi
m
cating the critical audit matter below, providing a separate opinion on the critical audit
matter or on the accounts or disclosures to which it relates.
Valuatio
t n of Forward Mortga
t
ge
a
Servicing
n Righ
i
ts and the Excess Spread Fina
i
ncing
n Liabi
i
lity
i
Descript
i ion of the
Matter
The estimated fair values of mortgage servicing rights (MSRs) and the excess spread financing
liability were $11.7 billion and $418 million, respectively, as of Decembe
m
r 31, 2024. The excess spread
financing liabi
a lity is accounted for as a secured borrowing whereby the Company sold to third parties
the right to receive a portion of excess cash flow generated from various pools of MSRs. As described
in Note 2 and 4 to the consolidated financial statements, the Company measures MSRs and the excess
spread financing liabi
a lity at fair value on a recurring basis with changes in fair value recorded in the
statement of operations. Such fair values are based on the present value of future cash flows from
servicing the underlying loans. The significant unobservable assumptions used to estimate the fair
value of MSRs are prepayment speeds, option adju
d sted spread (OAS), and cost to service. The
significant unobservable assumptions used to estimate the fair value of the excess spread financing
liabi
a lity are prepayment speeds and OAS. Additionally,y during the fourth quarter the Company
acquired $1.2 billion of MSRs in conjunction with the Flagstar transaction as described in Note 3.
Auditing management’s estimate of the fair values of MSRs and the excess spread financing liabi
a lity
as of Decembe
m
r 31, 2024, as well as the acquisition date fair value of Flagstar transaction MSRs, is
complex and required judgment due to the subjectivity of the significant unobservable assumptions
utilized in the calculation of the respective fair values. Changes to any of these assumptions could have
a material impa
m
ct on the fair values of MSRs and the excess spread financing liabi
a lity.

51 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
How We Addr
d
es
r sed
the Matter in Our
Audit
We obtained an understanding, evaluated the design, and tested the operating effe
f ctiveness of the
Company’s process for estimating the fair values of MSRs and the excess spread financing liabi
a lity,y
including management’s internal controls over the development of the signific
f ant unobservabl
a e
assumptions and determination of the fair value of MSRs and the excess spread financing liabi
a lity.
This included, among othe
t
rs, testing internal controls over management’s review of:f 1) historical
results and market-based information considered in developing these assumptions; 2) comparisons of
independent fair value ranges and assumptions obtained from third-party valuation firms to the
internally developed fair value estimates and assumptions; 3) the completeness and accuracy of data
used in determining the assumptions and the fair value estimates; 4) the acquisition date fair value of
the Flagstar transaction MSRs.
To test the fair values of the MSRs and the excess spread financing liabi
a lity,y our audit procedur
d
es
included, among othe
t
rs, testing the reasonabl
a eness of the significant unobservabl
a e assumptions and the
fair value estimates. We tested the reasonabl
a eness of the assumptions by comparing to historical
Company results and independent, market-based information. We tested the completeness and
accuracy of the data underlying the assumptions and historical results. We utilized an internal valuation
specialist to assist in testing management’s assumptions and the fair value estimates by developing and
comparing to independent expectations. We identifie
f d potential sources of corroborating and contrary
information. We also compared the signific
f ant unobserva
r
ble assumptions and the fair value estimates
developed by management to those from the third-party valuation firms utilized by management and
evaluated the competence and obje
b ctivity of these firms.
/s/ Erns
r
t & Young LLP
We have served as the Company’s auditor since 2002.
Dallas, Texas
Februa
r
ry 20, 2025

Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
52
Consolid
l at
d ed
t
Fina
i
ncial Stat
t em
t
ents
MR. COOPER GROUP INC.
CONSOLIDATED BALANCE SHEETS
(millions of dollars, except share data)
December 31, 2024
December 31, 2023
Assets
Cash and cash equivalents
$
753
$
571
Restricted cash
220
169
Mortgage servicing rights at fair value
11,736
9,090
Advances and other receivabl
a es, net of reserves of $112 and $170, respectively
1,345
996
Mortgage loans held for sale at fair value
2,211
927
Property and equipment, net of accumul
m ated depreciation of $157 and $141,
respectively
58
53
Deferred tax assets, net
230
472
Other assets
2,386
1,918
Total assets
$
18,939
$
14,196
Liabilities and Stockholders’ Equity
Unsecured senior notes, net
$
4,891
$
3,151
Advance, warehouse and MSR facilities, net
6,495
4,302
Payabl
a es and other liabi
a lities
2,322
1,995
MSR related liabilities - nonrecourse at fair value
418
466
Total liabi
a lities
14,126
9,914
Commitments and contingencies (Note 19)
Common stock at $0.01 par value - 300 million shares authorized, 93.2 million shares
issued
1
1
Additional paid-in-capi
a tal
1,077
1,087
Retained earnings
4,971
4,302
Treasury shares at cost - 29.6 million and 28.6 million shares, respectively
(1,236)
(1,108)
Total stockholders’ equity
4,813
4,282
Total liabi
a lities and stockholders’ equity
$
18,939
$
14,196
See accompanying Notes to Consolidat
d ed Financial Statements.

53 Mr.r Cooper Group Inc. - 2024 Annu
n
al Report on Form 10-K
MR. COOPER GROUP INC.
CONSOLIDATED STAT
T
EMENTS OF OPERAT
R
IONS
(millions of dollars, except for earni
r ngs per share data)
Year Ended December 31,
2024
2023
2022
Revenues:
rvice related, net
$
1,788
$
1,440
$
1,865
Net gain on mortgage loans held for sale
437
354
599
Total revenues
2,225
1,794
2,464
Expenses:
laries, wages and benefits
695
634
789
General and administrative
624
538
485
Total expenses
1,319
1,172
1,274
Interest income
790
528
261
Interest expense
(776)
(537)
(424)
Other income (expense), net
(19)
41
187
Total other income (expenses), net
(5)
32
24
Income before income tax expense
901
654
1,214
Less: Income tax expense
232
154
291
Net income
$
669
$
500
$
923
Earnings per common share
Basic
$
10.40
$
7.46
$
12.84
Diluted
$
10.19
$
7.30
$
12.50
See accompanying Notes to Consolidat
d ed Financial Statements.

MR. COOPER GROUP INC.
CONSOLIDATED STAT
T
EMENTS OF STOCKHOLDERS’ EQUITY
(millions of dollars, except share data)
Common Stock
Shares (in
thousands)
Amount
Additional
Paid-in Capital
Retained
Earnings
Treasury Shares
Amount
Total Mr.r
Cooper
Stockholders’
Equity
Non-controlling
Interests
Total
Stockholders’
Equity
Balance at January 1, 2022
73,777
$
1
$
1,116
$
2,879
$
(630) $
3,366
$
1
$
3,367
ares issued / (surrendered) under
incentive compensation plan
906
—
(41)
—
19
(22)
—
(22)
Share-based compe
m
nsation
—
—
29
—
—
29
—
29
Dividends paid to noncontrolling interests
—
—
—
—
—
—
(1)
(1)
Repurchase of common stock
(5,417)
—
—
—
(239)
(239)
—
(239)
Net income
—
—
—
923
—
923
—
923
Balance at December 31, 2022
69,266
1
1,104
3,802
(850)
4,057
—
4,057
ares issued / (surrendered) under
incentive compensation plan
910
—
(45)
—
20
(25)
—
(25)
are-based compe
m
nsation
—
—
28
—
—
28
—
28
Repurchase of common stock, including
excise tax
(5,577)
—
—
—
(278)
(278)
—
(278)
Net income
—
—
—
500
—
500
—
500
Balance at December 31, 2023
64,599
1
1,087
4,302
(1,108)
4,282
—
4,282
ares issued / (surrendered) under
incentive compensation plan
739
—
(47)
—
20
(27)
—
(27)
are-based compe
m
nsation
—
—
37
—
—
37
—
37
Repurchase of common stock, including
excise tax
(1,757)
—
—
—
(148)
(148)
—
(148)
Net income
—
—
—
669
—
669
—
669
Balance at December 31, 2024
63,581
$
1
$
1,077
$
4,971
$
(1,236) $
4,813
$
—
$
4,813
See accompanyi
n ng Notes to Consolidat
d ed Financial Statements.
Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
54

55
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
MR. COOPER GROUP INC.
CONSOLIDATED STAT
T
EMENTS OF CASH FLOWS
(millions of dollars)
Year Ended December 31,
2024
2023
2022
Operating Activities
Net income
$
669
$
500
$
923
Adju
d stments to reconcile net income to net cash attributable to
operating activities:
Deferred tax expense
241
135
289
Net gain on mortgage loans held for sale
(437)
(354)
(599)
Provision for servicing and non-servicing reserves
24
40
30
Fair value changes in mortgage servicing rights
273
483
(549)
Fair value changes in MSR related liabi
a lities
18
18
142
Depreciation and amortization for property and equipment
and intangible assets
44
38
37
Adju
d stment/r
t ecognition of bargain purchase gain
4
(96)
—
Loss on MSR hedging activities
517
68
332
Loss (gain) on MSR and excess yield sales
9
(23)
3
Gain on disposition of assets
—
—
(223)
Other operating activities
104
105
96
Repurchases of loan assets out of Ginnie Mae securitizations
(1,670)
(1,234)
(3,067)
Mortgage loans originated and purchased for sale, net of fees
(23,022)
(12,805)
(28,309)
Sales proceeds and loan payment proceeds for mortgage loans
held for sale
23,492
14,130
34,461
Changes in assets and liabi
a lities:
Advances and other receivabl
a es
(373)
28
153
Other assets
(106)
(6)
278
Payabl
a es and other liabi
a lities
(511)
(131)
(230)
Net cash attributable to operating activities
(724)
896
3,767
Investing Activities
Acqui
q sitions of business, net of cash acquired
—
(522)
—
Asset acquisition transactions
(1,311)
(34)
—
Purchase of mortgage servicing rights
(1,906)
(1,850)
(1,595)
Proceeds on sale of mortgage servicing rights and excess yield
588
603
290
Property and equipment additions, net of disposals
(38)
(18)
(17)
Other investing activities
(30)
(15)
—
Net cash attributable to investing activities
(2,697)
(1,836)
(1,322)
Financing Activities
Increase (decrease) in advance, warehouse and MSR facilities
2,197
1,375
(2,113)
Settlements and repayment of excess spread financing
(66)
(80)
(392)
Repurchase of common stock
(147)
(276)
(239)
Issuance of unsecured senior debt
1,750
—
—
Other financing activities
(80)
(41)
(40)

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
56
Year Ended December 31,
2024
2023
2022
Net cash attributable to financing activities
3,654
978
(2,784)
Net increase (decrease) in cash, cash equi
q valents and restricted
cash
233
38
(339)
Cash, cash equi
q valents and restricted cash - beginning of year
740
702
1,041
Cash, cash equivalents and restricted cash - end of year(1)
$
973
$
740
$
702
Supplemental Disclosures of Cash Activities
Cash paid for interest expense on unsecured senior notes, excess
spread financing, and advance, warehouse and MSR facilities
$
840
$
441
$
303
Net cash (refund) paid for income taxes
(1)
26
17
Supplemental Disclosures of Non-cash Investing and
Financing Activities
Purchase of mortgage servicing rights holdba
d
ck
$
54
$
149
$
11
Sale of mortgage servicing rights holdba
d
ck
16
16
15
Excise tax from repurchase of common stock
1
2
—
Equity consideration received from disposition of assets
—
—
250
(1)
The following table provides a reconciliation of cash, cash equivalents and restricted cash to amounts reported within the consolidated balance sheets.
December 31,
2024
December 31,
2023
December 31,
2022
Cash and cash equivalents
$
753
$
571
$
527
Restricted cash
220
169
175
Total cash, cash equivalents and restri
t cted cash
$
973
$
740
$
702
See accompanying Notes to Consolidat
d ed Financial Statements.

57
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
MR. COOPER GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STAT
T
EMENTS
(millions of dollars, unless othe
t
rwise stated)
1. Nature of Business and Basis of Presentation
Nature of Busine
i
ss
Mr. Cooper Group
u Inc. collectively with its consolidated subsidiaries, (“Mr. Cooper” or the “Compa
m
ny”) provides servicing,
origination and transaction-based services related to single family residences throughout the United States with operations
under its primary
r brands: Mr. Cooper®, Xome® and Rushmore Servicing®. Mr. Cooper is the largest home loan servicer and a
majo
a r originator in the country
r focused on delivering a variety of servicing and lending produc
d
ts, services and technologies.
The Company has provided a glossary of terms, which defines certain industry-specific and othe
t
r terms that are used herein, in
Item 7, Management’s Disc
i
ussion and Analys
l
is of Financial Condition and Results of Operations, of this Form 10-K.
Basisi of Presentation
The consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted
accounting principles (“GAAP”). The signific
f ant accounting policies described below, together with the other notes that follow,
are an integral part of the consolidated financial statements.
Basisi of Consolid
l at
d io
t n
The consolidated financial statements include the accounts of the Company, its wholly owned subs
u
idiaries, othe
t
r entities in
which the Company has a controlling financial interest, and those variable interest entities (“VIE”) where the Company’s
wholly owned subsidiaries are the primary
r beneficiaries. Assets and liabi
a lities of VIEs and their respective results of operations
are consolidated from the date that the Company became the primary
r beneficiary
r through the date the Company ceases to be the
primary beneficiary. The Company applies the equi
q ty method of accounting to investments where it is able to exercise
significant influence, but not contro
t
l, over the policies and procedures of the entity and owns less than 50% of the voting
interests. Investments in certain companies over which the Company does not exert significant influence are recorded at fair
value, or at cost upon election of measurement alternative, at the end of each reporting period. Intercompa
m
ny balances and
transactions on consolidated entities have been eliminated.
Use of Estimates
t
The preparation of the consolidated financial statements in confor
f
mity with GAAP requires management to make estimates and
assumptions that affe
f ct the amounts reported in the consolidated financial statements and accompa
m
nying notes. Actual results
could differ
f
from these estimates, and such differ
f ences could be material, due to factors such as adverse changes in the
economy,
m
changes in interest rates, secondary market pricing for loans held for sale and derivatives, strength of underwriting
and servicing practices, changes in prepayment assumptions, declines in home prices or discrete events adversely affe
f cting
specific customers.
Recent Accountin
t
g Guidan
d
ce Adopt
d
ed
t
Accounting Standards Update (“ASU”) 2023-07, Segment Reporting (Top
T
ic 280): Impr
m
ovements to Reportable Segment
Disclosures, provides updates to qualitative and quantitative reportable segment disclosure requirements, including enhanced
disclosures about signific
f ant segment expenses that are regularly provided to the chief operating decision maker included
within each reported measure of segment profit
f or loss and increased interim disclosure requirements, among othe
t
rs. The
Company adopted ASU 2023-07 in the fourth quarter of 2024 on a retrospective basis, which only impa
m
cted disclosures and did
not have a material impa
m
ct on the consolidated financial statements. Refer to Note 20,0 Segm
e
ent Info
n rmation, for further
information.
2. Signific
f ant Accounting Policies
Cash and Cash Equivalentst
Cash and cash equivalents include unrestri
t cted cash on hand and othe
t
r interest-bearing investments with original maturity dates
of 90 days or less.
Restri
t cted
t
Cash
Restricted cash includes collected funds pledged to certain advance and warehouse facilities, collected fees payabl
a e to third
parties, and certain contractua
t
l escrow funds.
Mortga
t
ge
a
Servicing Righ
i
ts (“MS
“
R”
S
)
”
The Company recognizes the rights to service mortgage loans for others, or MSRs, whether acquired or as a result of the sale of
loans the Company originates with servicing retained, as assets. The Company initially records all MSRs at fair value. The
Company has elected to subs
u
equently measure MSRs at fair value.

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
58
The fair value of the MSRs is based upon the present value of the expected future net cash flows related to servicing the
underlying loans. The Company determines the fair value of the MSRs using a discounted cash flow model which incorporates
prepayment speeds, option adju
d sted spread, costs to service, delinquencies, ancillary revenues, recapture rates and othe
t
r
assumptions that management believes are consistent with the assumptions that othe
t
r similar market participants use in valuing
the MSRs.
The key assumptions to determine fair value include prepayment speeds, option adju
d sted spread and cost to service. The credit
quality and stated interest rates of the loans underlying the MSRs affe
f ct the assumptions used in the cash flow models. The
Company obtains independent third-party valuations quarterly to assess the reasonabl
a eness of the fair value calculated by the
cash flow model. Fair value adju
d stments are recorded within “revenues - service related, net” in the consolidated statements of
operations.
Adva
d
nces and Othe
t
r Receivables
l
,s Net
The Company advances funds to or on behalf of the investors when the customer fails to meet contra
t ctua
t
l payments or there are
shortfal
f ls due to timing (e.g., loan principal and interest, property taxes, insurance) in accordance with terms of its servicing
agreements. Advances of principal and interest are referred to as P&I advances and advances of property tax and/or insurance
are referred to as escrow or T&I advances. The Company may also advance funds to maintain and market underlying loan
collateral through foreclosure and ultimate liquidation on behalf of the investors, referred to as corporate advances. Advances
are recovered from customers for perfor
f
ming loans and from the investors and loan proceeds for non-perfor
f
ming loans.
The Company may also acquire servicer advances in connection with the acquisition of MSRs through asset acquisitions or
business combinations. These advanc
a
es are recorded at their relative fair value amounts upon acquisition, which may result in a
purchase discount or premium. The Company records receivables upon determining that collection of amounts due from loan
proceeds, investors, mortgage insurers, or prior servicers is probable. Reserves related to recoverabi
a lity of advances and other
receivabl
a es are discussed below in Reserves for Servicing Activity.
Mortgage
t
Loans Held for Sale
The Company originates prime residential mortgage loans with the intention of selling such loans in the secondary
r market, and
generally does so on a servicing-retained basis. As these loans are originated with intent to sell, the loans are classified as held
for sale and the Company has elected to measure these loans held for sale at fair value. The Company estimates fair value of
mortgage loans held for sale using a market approach by utilizing either: (i) the fair value of securities backed by similar
mortgage loans, adju
d sted for certain factors to approximate the fair value of a whole mortgage loan, including the value
attributable to mortgage servicing and credit risk, (ii) current commitments to purchase loans or (iii) recent observable market
trades for similar loans, adju
d sted for credit risk and othe
t
r individual loan characteristics. In connection with the Company’s
election to measure originated mortgage loans held for sale at fair value, the Company records the loan origination fees when
earned, net of direct loan originations costs associated with these loans. Loan origination fees and underwr
r
iting fees are
recorded in “revenues - service related, net” in the consolidated statements of operations. Gains or losses recognized upon sale
of loans and fair value adju
d stme
t
nts are recorded in “revenues - net gain on mortgage loans held for sale” in the consolidated
statements of operations.
Repu
e
rchased Loans
From time to time the Company is required to repurchase loans from various investors related to originations or servicing
defects. Such defects include, but are not limited to, breaches in seller representations and warranties made upon sale or
demands for servicing repurchase due certain situations (such as modification). Such loans are repurchased by the Company as
required with the intent of resale in the secondary
a
market. If the defect is something that can be cured, the Company may seek
to cure the issue and re-sell the loan to the investor and retain servicing. However, the nature of the defect may preclude the
Company from curing in which case the Company may elect to sell such loans, servicing released, through a whole loan sale (or
“scratch and dent sale"). Due to the Company’s intent to sell these loans, these repurchases are appropriately classified as
mortgage loans held for sale, with any gains or losses recorded in “revenues - net gain on mortgage loans held for sale” in the
consolidated statements of operations. Reserves related to repurchased loans are discussed below in Repurchase Reserves for
Origination Activity.
Loans Subject to Repu
e
rchase from Ginni
i
e Mae
For certain loans originated and sold into GNMA mortgage-backed securities, the Company, as servicer/tr
r
ansfer
f or, has the
unilateral right to repurchase, without GNMA’s prior authorization, any individual loan in a GNMA securitization pool if that
loan meets certain criteria, including payment not being received from the customer for greater than 90 days (“delinquent
status
t
”). For loans in delinquent status
t
, the Company must recognize in its consolidated balance sheets the right to repurchase
the loan and a corresponding repurchase liabi
a lity, regardless of whethe
t
r the Company intends to repurchase the loan. The
Company records these rights to repurchase in “other assets” at the unpa
n
id principal balance and a corresponding liabi
a lity in
“payables and other liabi
a lities” in its consolidated balance sheets.

59
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
From time to time, the Company exercises this right to repurchase individual delinquent loans in GNMA securitization pools to
minimize interest spread losses, re-pool into new GNMA securitizations or otherwise sell to third-party investors. The majo
a rity
of GNMA repurchased loans are repurchased in connection with loan modifications and loan resolution activity with the intent
to re-pool into new GNMA securitizations upon re-performance of the loan or othe
t
rwise sell to third-party investors. Therefor
f
e,
the Company classifies such loans as loans held for sale and has elected to measure these repurchased loans at fair value.
MSR
S
Related Liab
i
ilitie
l
s – Nonrecourse
r
Excess Spread Financing
In conjunction with the acquisition of certain MSRs on various pools of residential mortgage loans (the “Portfol
f ios”), the
Company entered into sale and assignment agreements related to its right to servicing fees, under which the Company sells to
third parties the right to receive a portion of the excess cash flow generated from the Portfolios afte
f r receipt of a fixed base
servicing fee per loan. The excess cash flow payments to third parties are considered counterparty payments, which are
recorded as an adju
d stment to “revenues - service related, net” in the consolidated statements of operations. The agreements
consist of two components - current excess spread, or remittance of a percentage of excess spread on currently serviced loans,
and future excess spread, or the obligation to transfer
f
currently serviced loans that have been refinanced into current excess
spread or a replacement loan of similar economic characteristics into the Portfolios. The new or replacement loan will be
governed by the same terms set forth in the sale and assignment agreement described above. The sale of these rights is
accounted for as a secured borrowing under Accounting Standards Codification (“ASC”) 860, with the total proceeds received
being recorded as a component of “MSR related liabi
a lities - nonrecourse at fair value” in the consolidated balance sheets. The
Company determines the effe
f ctive interest rate on these liabi
a lities and allocates total repayments between interest expense and
the outstanding liabi
a lity.
The Company has elected to measure the outstanding financings related to the excess spread financing agreements at fair value
with all changes in fair value recorded to “revenues - service related, net” in the consolidated statements of operations. The fair
value on excess spread financing is based on the present value of future expected discounted cash flows. The cash flow
assumptions used in the model are based on various factors, with the key assumptions being mortgage prepayment speeds and
option adju
d sted spread.
Changes to excess spread financing, other than payments and fair value measurements, include accretion, which results from
changes in the portfolio. Changes related to accretion are recorded to “revenues - service related, net” with an offs
f et to excess
spread financing liabi
a lity on the consolidated balance sheet.
Mortgag
t
e Servicing Right
i
st Financing
The Company has historically entered into transactions with third parties to sell a contractua
t
lly specified base fee component of
certain MSRs and servicer advances under specified terms. The Company evaluates these transactions to determine if they were
sales or secured borrowings. When a transaction qualifie
f s for sale treatment, the Company derecognizes the transfer
f re
r d assets in
its consolidated balance sheets. If the Company determines that the related MSRs sales are contingent on the receipt of consents
from various third parties, for accounting purposes, legal ownership of the MSRs continues to reside with the Company. The
Company continues to account for the MSRs in its consolidated balance sheets. In addition, the Company records an MSR
financing liabi
a lity associated with this financing transaction. The Company continues to account for the sold specified base fee
cash flows within MSRs in its consolidated balance sheets. Counterparty payments related to this financing arrangement are
recorded as an adju
d stment to the Company’s “revenues - service related, net” in the consolidated statements of operations.
The Company has elected to measure the mortgage servicing rights financing liabi
a lities at fair value with all changes in fair
value recorded to “revenues - service related, net” in the consolidated statements of operations. The fair value on mortgage
servicing right financings is based on the present value of future expected discounted cash flows. The cash flow assumptions
and prepayment assumptions used in the model are based on various factors, with the key assumptions being advance financing
rates and advance recovery rates.
Property and Equipm
i
ent, Net
Property and equipment is comprised of furniture, fixtur
t
es, leasehold impr
m
ovements, computer software, and computer
hardware. These assets are stated at cost less accumulated depreciation. Repairs and maintenance are expensed as incurred
which is included in “expenses - general and administrative” in the consolidated statements of operations. Depreciation, which
includes depreciation and amortization on finance leases, is recorded using the straight-line method over the estimated useful
f
lives of the related assets. Cost and accumul
m ated depreciation applicable to assets retired or sold are eliminated from the
accounts, and any resulting gains or losses are recognized at such time through a charge or credit to “expenses - general and
administrative.” Costs to internally developed computer software are capi
a talized during the development stage and include
internal and external costs incurred to develop softwa
t
re.
Long-lived assets shall be tested for recoverabi
a lity whenever events or changes in circumstances indicate that the carrying
amount might not be recoverabl
a e. The Company perfor
f
ms a quarterly evaluation to determine whethe
t
r such events have
occurred. If events and circumstances indicate the carry
r
ing values exceed the fair value of the fixed assets, the Company will

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
60
proceed with impa
m
irment testing. Impa
m
irment loss shall be recognized only if the carrying amount of a long-lived asset is not
recoverabl
a e and exceeds its fair value. The carrying amount of a long-lived asset is not recoverabl
a e if it exceeds the sum of
undiscounted cash flows expected to result from the use and eventual disposition of the asset. The impa
m
irment loss is measured
as the amount by which the carrying amount of a long-lived asset exceeds its fair value.
Leases
If the Company determines an arrangement contains a lease or lease components, then the lease will be accounted for under
ASC 842 and classified as either a finance or operating lease. At the lease commencement date, the Company recognizes a
leased right-of-use (“ROU”) asset and corresponding lease liability based on the present value of the lease payments over the
lease term. Leased ROU assets are tested for impa
m
irment in accordance with ASC 360, Prope
r
rty,
t
Plant
l
,t and Equipm
i
ent. The
Company did not have material finance leases for the periods presented.
ASC 842 provides for two policy elections. The first refers to leases with a term of 12 months or less and the second relates to
separating lease components from non-lease components. The Company elected not to recognize lease assets and lease
liabilities for leases with a term of 12 months or less and not to separate lease components from non-lease components.
Leases primarily consist of various corporate and other offi
f ce facilities. Operating leases in which the Company is the lessee are
recorded as operating lease ROU assets and operating lease liabi
a lities, which are included in “other assets” and “payables and
other liabi
a lities,” respectively, on the consolidated balance sheets. Operating lease ROU assets represent the Company’s right to
use an underlying asset during the lease term and operating lease liabi
a lities represent the Company’s obligation to make lease
payments arising from the lease. ROU assets and operating lease liabi
a lities are recognized at lease commencement based on the
present value of the remaining lease payments using a discount rate that represents the Company’s incremental borrowing rate
at the lease commencement date, as most of the Company’s leases do not provide an impl
m icit rate. ROU assets are furthe
t
r
adju
d sted for lease incentives. Operating lease expense, which is comprised of amortization of the ROU asset and the impl
m icit
interest accreted on the operating lease liabi
a lity,y is recognized on a straight-line basis over the lease term and is recorded in
“expenses - general and administrative” in the consolidated statements of operations. Operating lease activity is included in
operating activities within the consolidated statements of cash flows.
Derivative Fina
i
ncial Instru
t
mentst
Derivative instruments are used as part of the overall strategy to manage exposure to market risks primarily associated with
fluctuations in interest rate risks related to the Pipeline (including mortgage loans held for sale and interest rate lock
commitments (“IRLCs”)) and the MSR portfolio. The Company recognizes all derivatives at fair value on a recurring basis in
“other assets” and “payables and othe
t
r liabi
a lities” on its consolidated balance sheets. The Company treats all of its derivative
instruments as economic hedges, therefor
f
e none of its derivative instruments are designated as accounting hedges.
Derivative instruments utilized by the Company primarily include IRLCs, loan purchase commitments (“LPCs”), forward
Mortgage Backed Securities (“MBS”), and Treasury
r futures. IRLCs and LPCs represent an agreement to extend credit to a
mortgage loan applicant, or an agreement to purchase a loan from a third-party originator, respectively, whereby the interest rate
and loan amount is set prior to funding. The Company has the ability and intent to fund the loan for purpose of selling in the
secondary market, accordingly,y upon funding these IRLCs or LPCs will be mortgage loans held for sale for which the Company
has selected the fair value option. Similar to the fair values of mortgage loans held for sale; held in inventory
r awaiting sale into
the secondary market. IRLCs and LPCs are subj
u ect to changes in mortgage interest rates from the date of the commitment
through the date of funding and ultimately through sale of the loan into the secondary
r market. As a result, the Company is
exposed to interest rate risk during the period from the date of the lock commitment through (i) the lock commitment
cancellation or expiration date; or (ii) the date of sale into the secondary mortgage market. IRLCs are considered freestanding
derivatives and are recorded at fair value at inception inclusive of the inherent value of servicing. Loan commitments generally
range between 30 days and 90 days, and the Company typically sells mortgage loans within 30 days of origination. Changes in
fair value subs
u
equent to inception are based on changes in the fair value of the underlying loan, inherent value of servicing of
the loan (future MSR value), and adju
d stments for the estimated pull-through rate. Any changes in fair value are recorded in
earnings as a component of “revenues - net gain on mortgage loans held for sale” on the consolidated statements of operations
and consolidated statements of cash flows.
The Company uses other derivative financial instruments (mentioned above), primarily forward MBS purchase and sales
commitments (also referred to as TBA securities), to manage exposure to interest rate risk and changes in the fair value of
IRLCs and mortgage loans held for sale (both in Originations and Servicing) and MSRs. These commitments are recorded at
fair value based on pricing of similar instruments in the secondary market based upon the investor/A
r
gency, coupon, and
estimated sale or delivery month. The forward MBS commitments fix the forward price that will be realized in the secondary
r
market and thereby reduce the interest rate and price risk to the Company. The Company’s expectation of the amount of its
IRLCs that will ultimately close is a key factor in determining the notional amount of derivatives used in economically hedging
the position. The changes in value of all derivative instru
t
ments related to the Pipeline are recorded as “revenues - net gain on
mortgage loans held for sale.” The changes in the value of forward MBS for the MSR portfolio are recorded in “revenues -
service related, net.”

61
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
The Company may elect to purchase othe
t
r derivative instruments, such as Treasury
r futures to mitigate exposure to interest rate
risk related to cash flows on securitized mortgage borrowings. See Note 11, Derivative Financial Instru
t
mentst , for more
information.
Busine
i
ss Combinatio
t ns and Asset Acquisitions
The Company evaluates whether a transaction meets the definition of a business in accordance with ASC 805, Business
e
Combinations. The Company first applies a screen test to determine if subs
u
tantially all of the fair value of the gross assets
acquired is concentrated in a single identifia
f bl
a e asset or group
u of similar identifia
f bl
a e assets. If the screen test is met, the
transaction is accounted for as an asset acqui
q sition. If the screen test is not met, the Company furthe
t
r considers whether the set
of assets or acquired entities have at a minimum, inputs and processes that have the ability to create outputs in the form of
revenue. If the assets or acquired entities meet this criteria, the transaction is accounted for as a business combination.
Acquisitions that qualify
f as a business combination are accounted for using the acquisition method of accounting. The fair
value of consideration transfer
f re
r d for an acquisition is allocated to the assets acquired and liabi
a lities assumed based on their fair
value as of the acquisition date. The excess of the consideration transfer
f red over the fair value of assets acquired and liabi
a lities
assumed is recorded as goodwill. Conversely, in the event the fair value of assets acquired and liabi
a lities assumed is greater
than the consideration transfer
f re
r d, a bargain purchase gain is recognized.
For acquisitions that are treated as an asset acquisition, the purchase price is allocated to acquired assets based on their relative
fair values. In addition, the transaction costs directly related to the acquisition are capi
a talized as a component of the purchase
price.
Determining the fair value of assets acquired and liabi
a lities assumed requires judgment and ofte
f n involves the use of signific
f ant
estimates and assumptions. The Company estimates the fair value of the intangible assets acquired generally by using a
discounted cash flow analysis (the income approach). For the income approach, the Company uses inpu
n
ts and assumptions to
develop these estimates on a market participant perspective which include estimates of projected revenues, discount rates,
economic lives and income tax rates, among others, all of which require significant management judgment. The Company
engages third-party valuation firms when appropriate to assist in the fair value determination of assets acquired and liabi
a lities
assumed. Acquisition-related expenses and transaction costs associated with business combinations are expensed as incurred.
The Company may adju
d st the amounts recognized in an acquisition during a measurement period not to exceed one year from
the date of acquisition, as a result of subs
u
eque
q
ntly obtaining additional information that existed at the acquisition date.
Goodwi
d
ll
i
Goodwill is not amortized but is instead subject to impa
m
irment testing. The Company evaluates its goodwill for impa
m
irment
annually as of October 1 of each year or more frequently if impa
m
irment indicators arise in accordance with ASC 350,
Intangibles - Goodwi
d
ll and Othe
t
r. When testing goodwill for impa
m
irment, the Company may elect to perfor
f
m either a
qualitative test or a quantitative test to determine if it is more likely than not that the carry
r
ing value of a reporting unit exceeds
its estimated fair value.
During a qualitative analysis, the Company considers the impact of any changes to the following factors: macroeconomic,
industry and market factors, cost factors, and changes in overall financial performance, as well as any other relevant events and
uncertainties impa
m
cting a reporting unit. If the qualitative assessment does not conclude that it is more likely than not that the
estimated fair value of the reporting unit is greater than the carrying value, the Company performs a quantitative analysis. In a
quantitative test, the carry
r
ing value of the reporting unit is compared to its estimated fair value.
In a quantitative test, the fair value of a reporting unit is determined based on a discounted cash flow analysis and furthe
t
r
analyzed using other methods of valuation. A discounted cash flow analysis requires the Company to make various
assumptions, including assumptions about future cash flows, growth rates and discount rates. The assumptions about future
cash flows and growth rates are based on the Company’s long-term projections by reporting unit. In addition, an assumed
terminal value is used to project future cash flows beyond base years. Assumptions used in the Company’s impa
m
irment testing
are consistent with its internal forecasts and operating plans. The discount rate is based on the Company’s debt and equity
balances, adju
d sted for current market conditions and investor expectations of return on the Company’s equity. If the fair value
of a reporting unit exceeds its carry
r
ing amount, there is no impa
m
irment. If not, the Company compares the fair value of the
reporting unit with its carry
r
ing amount. To the extent the carryi
r ng amount of the reporting unit exceeds its fair value, a write-
down of the reporting unit’s goodwill would be necessary.
Intangible Assets
Intangible assets primarily consist of client relationships acquired through business combinations and asset acqui
q sitions. Those
intangible assets are deemed to have finite useful
f
lives and are amortized either on a stra
t ight-line basis over their estimated
useful
f
lives, or on a basis more representative of the time pattern over which the benefit is derived. Intangible assets are
recorded at their estimated fair value at the date of acquisition.

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
62
Intangible assets with finite useful
f
lives are tested for impa
m
irment whenever events or circumstances indicate that their carryi
r ng
amount may not be recoverabl
a e by comparing the carrying value of the assets to the estimated future undiscounted cash flows
to be generated by the asset. If an impa
m
irment is determined to exist for intangible assets, the carrying value of the asset is
reduced to the estimated fair value.
Investment in Unconsolid
l at
d ed
t
Entities
The Company accounts for investments in unconsolidated entities using the equity method when the Company holds a
significant, but less than contro
t
lling, ownership interest and has the ability to exercise significant influence over operating and
financial decisions of the investee. Under the equi
q ty method of accounting, investments are initially recorded at cost and
thereafte
f r adju
d sted for additional investments, distri
t butions and the proportionate share of earnings or losses of the investee.
The Company evaluates the equity method investments for impa
m
irment when events or changes in circumstances indicate that
an other-than-tempor
m
ary decline in value may have occurred. The Company’s equi
q ty method investments include its investment
in Sagent M&C, LLC (“Sagent”), associated with the March 31, 2022 sale of the Company’s Mortgage Servicing Platform to
Sagent. Since the 2022 transaction with Sagent, the Company has engaged with Sagent to continue utilizing the Mortgage
Servicing Platform.
For investments in unconsolidated entities in which the Company does not hold a signific
f ant ownership interest and does not
have the ability to exercise significant influence over operating and financial decisions of the investee, the Company evaluates
whethe
t
r to account for the investment at cost or fair value. For such investments where the fair value option has been elected,
the Company records the investments at fair value and recognizes changes in fair value in “Other income (expenses), net”
within the consolidated statements of operations. However, the Company may elect a measurement alternative for equity
investments that (1) do not have readily available determinable fair values and (2) do not qualify
f for the practical expedient in
ASC 820, Fair Value Measurem
r
ent, to measure fair value at net asset value. Under the measurement alternative, the Company
(as an investor) records the investment at cost less any impa
m
irment in “Other income (expenses), net” within the consolidated
statements of operations.
Revenue Recogn
o
ition
ASC 606, Revenue from
r
Contra
t
ctst with Customersr , establ
a ishes principles for reporting information about the nature, amount,
timing and uncertainty of revenue and cash flows arising from the entity's contra
t cts to provide goods or services to customers.
The core principle requires an entity to recognize revenue to depict the transfer
f
of goods or services to customers as
perfor
f
mance obligations are satisfie
f d in an amount that reflects the consideration that the entity expects to be entitled to receive
in exchange for those goods or services. The majo
a rity of the Company’s revenue-generating transactions in the Servicing and
Originations segments, including revenue generated from financial instruments, such as the Company’s loans and derivatives,
as well as revenue related to the Company’s mortgage servicing activities, are not within the scope of ASC 606 as these
activities are subject to othe
t
r GAAP discussed elsewhere within the Company’s disclosures. Generally,y revenues from Xome
fall within the scope of ASC 606.
The core principle requires an entity to recognize revenue to depict the transfer
f
of goods or services to customers as
perfor
f
mance obligations are satisfie
f d in an amount that reflects the consideration that the entity expects to be entitled to receive
in exchange for those goods or services.
Revenues from
r
Servicing Activities
•
“Revenues, service related, net” primarily include contractua
t
lly specified servicing fees, late charges, prepayment
penalties, fair value adju
d stments, and other ancillary revenues. The servicing fees are based on a contra
t ctua
t
l
percentage of the outstanding principal balance and recognized as revenue as earne
r
d during the life of the loan as
customers make payments. Corresponding loan servicing costs are charged to expense as incurred. The Company
recognizes ancillary revenues and earni
r ngs on float as they are earne
r
d.
In addition, the Company receives various fees in the course of providing servicing on its various portfolios. These
fees include modification fees for modifications perfor
f
med outside of government programs, modification fees for
modifications pursuant to various government programs, co-issue transaction fees charged to sellers from boarding
MSRs, deboarding fees for transfer
f ring MSRs offf the servicing platform, and incentive fees for servicing performance
on specific government-sponsored entities (“GSE”) portfolios. Fees recorded on modifications of mortgage loans
serviced by the Company for others are recognized on collection and are recorded as a component of “revenues -
service related, net.” Fees recorded on modifications pursuant to various government programs are recognized based
upon completion of all necessary steps by the Company and the minimum loan perfor
f
ma
r
nce time frame to establ
a ish
eligibility for the fee. Revenue earne
r
d on modifications pursuant to various government programs is included as a
component of “revenues - service related, net.” Incentive fees for servicing perfor
f
mance on specific GSE portfol
f ios are
recognized as various incentive standards are achieved and are recorded as a component of “revenues - service related,
net.”

63
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
Fair value adju
d stments related to MSRs, excess spread financing and MSRs financing are recorded as component of
“revenues - service related, net.”
The Company also acts as a subs
u
ervicer for certain parties that own the underlying servicing rights and receives
subs
u
ervi
r cing fees, which are typically a stated monthly fee per loan that varies based on type
y
s of loans. Fees related to
the subs
u
ervi
r ced portfol
f io are accrue
r
d in the period the services are performed.
•
“Revenues - net gain on mortgage loans held for sale” within the Servicing segment is comprised of the realized and
unrealized gains and losses on sales of mortgage loans held for sale, including loans that are repurchased out of
GNMA securities and subsequently modified and re-securitized, and any other repurchased loans.
•
Derivative instruments are used as part of the overall strategy to manage exposure to market risks primarily associated
with fluctuations in interest rates on owned MSRs within the servicing segment. The Company recognizes all
derivatives on its consolidated balance sheets at fair value on a recurring basis. The Company treats all derivative
instruments as economic hedges, therefor
f
e none of its derivative instruments are designated as accounting hedges. The
changes in value of derivative instruments are recorded within “revenues - service related, net.” See accounting policy
“Derivative Financial Instru
t
ments” for more details.
Revenues from
r
Origination Activities
•
“Revenues - servicing related, net” within the Originations segment is comprised of loan origination and othe
t
r loan
fees which generally represent flat, per-loan fee amounts and are recognized as revenue at the time the loans are
funded.
•
“Revenues - net gain on mortgage loans held for sale” includes the realized and unrealized gains and losses on sales of
newly originated mortgage loans, as well as the changes in fair value of all pipeline-related derivatives, including
IRLCs.
Transfer
f s of financial assets are accounted for as sales when contro
t
l over the assets has been surrendered. Control over
transfer
f re
r d assets is deemed to be surrendered when (i) the assets have been legally isolated from the Company, (ii) the
transfer
f ee has the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange
the transfer
f re
r d assets, and (iii) the Company does not maintain effe
f ctive contro
t
l over the transfer
f re
r d assets through
either (a) an agreement that entitles and obligates the Company to repurchase or redeem them before their maturity
(outside of the mutually agreed upon reps and warranties three-year period) or (b) the ability to unilaterally cause the
holder to return specific assets. Loan securitizations stru
t
ctur
t
ed as sales, as well as whole loan sales and the resulting
gains on such sales, net of any accrua
r
l for recourse obligations, are reported in operating results during the period in
which the securitization closes or the sale occurs.
•
Derivative instruments are used as part of the overall strategy to manage exposure to market risks primarily associated
with fluctuations in interest rates related to the originations and servicing pipeline. The Company recognizes all
derivatives on its consolidated balance sheets at fair value on a recurring basis. The Company treats all derivative
instruments as economic hedges, therefor
f
e none of its derivative instruments are designated as accounting hedges. The
changes in value on originations derivative instruments are recorded within revenue in the as “revenues - net gain on
mortgage loans held for sale.” See accounting policy “Derivative Financial Instruments” for more details.
Revenue from
r
Xome Activities
•
Xome revenues primarily consists of fees earne
r
d on real estate exchange, which is a proprietary digital exchange for
selling foreclosed, REO, and seller-owned property. Xome also has revenues from the sale of data and data-related
services. Revenue is recognized upon transfer
f
of control of promised goods or services to customers in an amount that
reflects the consideration expected to be received in exchange for those products. Xome’s business is included in
Corporate/Other.
Repu
e
rchase Reserves for Originatio
t n Activity
The Company accrue
r
s reserves for the repurchase of loans from GSEs, GNMA, and third-party investors primarily due to
originations defect and are initially recorded upon sale of the loan to a third party with subs
u
equent reserves recorded based on
historical repurchase demands and related losses. For loans that are originated by the Company, the repurchase reserves are
included within “payables and accrue
r
d liabi
a lities” in the consolidated balance sheets and the provision for repurchase reserves
is a component of “revenues - net gain on mortgage loans held for sale” in the consolidated statements of operations. For
repurchase reserves acquired in an acquisition, the reserve is included "payables and accrue
r
d liabi
a lities" and additional
provision or release is a component of “expenses - general and administrative”.
During each reporting period, the Company utilizes an internal model to estimate repurchase reserves for loan origination
activities based upon its expectation of future defects and historical loss rates. The estimate for the repurchase reserve is based

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
64
on judgments and historical input
n
s which can be influenced by many factors and may change over the lifef of the underlying
loans, including: (i) historical loss rate, (ii) secondary market pricing of loans; (iii) the quality of Company’s underwriting
procedures; (iv) customer delinquency and default patterns; and (v) other Company-specific
f
and macro-economic factors. On a
quarterly basis, management corroborates these assumptions using third-party data, where applicable.
Reserves for Servicing
n Activity
In connection with loan servicing activities, the Company records reserves primarily for the recoverabi
a lity of advances, interest
claims, and mortgage insurance claims. Reserves for advances and other receivables associated with loans in the MSR portfolio
are considered within the MSR valuation, and the provision expense for such advances is recorded in the mark-to-market
adju
d stment in “revenues - service related, net” in the consolidated statements of operations. Such valuation considers the
expected cash outflows and inflows for advances and other receivabl
a es in accordance with the fair value framework. Reserves
for advances and othe
t
r receivabl
a es on loans transfer
f red out of the MSR portfol
f io are establ
a ished within “advances and other
receivabl
a es, net.” As loans serviced transfer
f
out of the MSR portfolio, any negative MSR value or any GNMA loan fallout
value associated with the loans transfer
f red is reclassified from the MSR to the reserve within “advances and othe
t
r receivabl
a es,
net” to the extent such reserves continue to be required for balances remaining on the consolidated balance sheets. Management
evaluates reserves for suffic
f iency each reporting period and any additional reserve requirements are recorded as a provision in
“expenses - general and administrative” as needed.
The Company records reserves for advances and othe
t
r receivabl
a es and evaluates the suffic
f iency of such reserves through
internal models considering expected recovery rates on claims filed with government agencies, government sponsored
enterprises, vendors, prior servicer and other counterpa
r
rties. Key assumptions used in the models include but are not limited to
expected recovery rates by loan type
y
s, which are derived from historical recovery rates, and aging of the receivabl
a e. Recovery
of advances and other receivabl
a es is subj
u ect to judgment and estimates based on the Company’s assessment of its compliance
with servicing guidelines, its ability to produce the necessary documentation to supp
u
ort claims, its ability to supp
u
ort amounts
from prior servicers and to effe
f ctively negotiate settlements, as needed. Management reviews recorded advances and othe
t
r
receivabl
a es, and upon determination that no furthe
t
r recourse for recovery is availabl
a e from all means known to management,
the recorded balances associated with these receivabl
a es are written offf against the reserve.
Credit
d
Loss Rese
e
rves
ASC 326, Financial Instru
t
mentst – Cred
r
it Losses requires expected credit losses for financial instruments held at the reporting
date to be measured based on historical experience, current conditions and reasonabl
a e and supp
u
ortabl
a e forecasts, which is
referred to as the current expected credit loss, or CECL, methodology. The new standard reflects management’s best estimate of
all expected credit losses for the Company’s financial assets that are recognized at amortized cost. The CECL methodology
considers expected lifetime loss rates calculated from historical data using a weighted average lifef to determine the current
expected credit loss required.
The Company determined that “advances and other receivabl
a es, net” and certain financial instruments included in “other assets”
are within the scope of ASC 326.
For “advances and othe
t
r receivabl
a es, net,” the Company determined that the majo
a rity of estimated losses are due to servicing
operational erro
r
rs, and credit-related losses are not significant
a
becaus
a
e of the contra
t ctua
t
l relationships with the government and
government sponsored agencies. The Company determined that the credit-related risk associated with certain applicable
financial instruments can increase with the passage of time. The CECL reserve methodology considers these financial
instruments collectible to a point in time of 39 months. Any projected remaining balance at the end of the collection period is
considered a loss and factors into the overall CECL loss rate required.
For “other assets,” primarily trade receivabl
a es and service fees earne
r
d but not received, the Company determined that these are
short-term in nature (less than one year), and the estimated credit-related losses over the life of these receivables are similar to
those resulting from the Company’s existing loss reserve process. The Company monitors the financial status
t
of customers to
determine if any specific loss considerations are required.
Variablel Interest Entities
In the normal course of business, the Company enters into various type
y
s of on- and off-
f balance sheet transactions with special
purpose entities (“SPEs”), which primarily consist of securitization trus
r
ts establ
a ished for a limited purpose. Generally,y these
SPEs are formed for the purpo
r
se of securitization transactions in which the Company transfer
f s assets to an SPE, which then
issues to investors various forms of debt obligations supported by those assets. In these securitization transactions, the
Company typically receives cash and/or othe
t
r interests in the SPE as proceeds for the transfer
f red assets. The Company will
typically retain the right to service the transfer
f red receivabl
a es and to repurchase the transfer
f red receivabl
a es from the SPE if the
outstanding balance of the receivables falls to a level where the cost exceeds the benefits of servicing the transfer
f re
r d
receivabl
a es.

65
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
The Company evaluates its interests in each SPE for classification as a Variable Interest Entity (“VIE”). When an SPE meets
the definition of a VIE and the Company determines that the Company is the primary beneficiary, the Company includes the
SPE in its consolidated financial statements.
The Company consolidates certain SPEs connected with mortgage activities. See Note 13, Securitizations and Financings, for
more information on Company SPEs, and Note 12, Indebtedne
d
ss,
e
for certain debt activity connected with SPEs.
Securitizations and Asset-Backed Financing Arrangements
The Company and its subs
u
idiaries have been a transfer
f or in connection with a number of securitizations and asset-backed
financing arra
r ngements. The Company has continuing involvement with the financial assets of the securitizations and the asset-
backed financing arra
r ngements. The Company has aggregated these transactions into two groups
u
: (1) securitizations of
residential mortgage loans accounted for as sales and (2) financings of advances on loans serviced for others accounted for as
secured borrowings.
Securitizations Trea
r
ted as Sales
The Company’s continuing involvement typi
y cally includes acting as servicer for the mortgage loans held by the trus
r
t and
holding beneficial interests in the trus
r
t. The Company’s responsibilities as servicer include, among other things, collecting
monthly payments, maintaining escrow accounts, providing periodic reports and managing insurance in exchange for a
contra
t ctua
t
lly specified servicing fee. The beneficial interests held consist of both subo
u
rdinate and residual securities that were
retained at the time of securitization. These securitizations generally do not result in consolidation of the VIE as the Company
has no obligation to provide financial supp
u
ort to unconsolidated securitization. In addition, the Company’s exposure to loss as a
result of its continuing involvement with the trus
r
ts is limited to the carrying values, if any, of its investments in the residual and
subordinate securities of the trus
r
ts, the MSRs that are related to the trus
r
ts and the advances to the trus
r
ts. The Company
considers the probability of loss arising from its advances to be remote because of their position ahead of most of the othe
t
r
liabi
a lities of the trus
r
ts.
Accounted as Secured Borrow
r
ing
The Company transfer
f s advances on loans serviced for others to SPEs in exchange for cash. The Company consolidates these
SPEs becaus
a
e the Company is the primary
r beneficiary
r of the VIE.
These VIEs issue debt supp
u
orted by collections on the transfer
f re
r d advances. The Company made these transfer
f s under the terms
of its advance facility agreements. The Company classifies the transfer
f red advances on its consolidated balance sheets as
advances and classifies the related liabi
a lities as advance facilities and other nonrecourse debt. The SPEs use collections of the
pledged advances to repay principal and interest and to pay the expenses of the entity. Holders of the debt issued by these
entities can look only to the assets of the entities themselves for satisfact
f
ion of the debt and have no recourse against the
Company.
Interest Income
Interest income primarily includes float interest earne
r
d on custodial cash deposits associated with the servicing portfolio.
Interest income is also recognized on mortgage loans held for sale primarily for the period from loan funding to sale, which is
typically within 30 days. Loans are placed on non-accrua
r
l status
t
when any portion of the principal or interest is greater than 90
days past due. Loans return to accrua
r
l status when the principal and interest become current and it is probable that the amounts
are fully collectible. For individual loans that have been modified, a period of six timely payments is required before the loan is
returned to an accrua
r
l basis.
Interest Expe
x
nse
Interest expense primarily includes interest incurred on advance, warehouse and MSR facilities, unsecured senior notes, excess
spread financing and compensating bank balances, as well as bank fees. The Company incurred interest expense related to
advance, warehouse and MSR facilities, unsecured senior notes and excess spread financing of $698, $485 and $361 for the
years ended December 31, 2024, 2023 and 2022, respectively.
Share-Based Compensation
Equity based awards include restri
t cted stock units (“RSUs”) granted to empl
m oyees of the Company and non-empl
m oyee directors
and perfor
f
mance-based stock awards (“PSUs”) granted to certain executive offi
f cers. The RSUs are valued at the fair market
value of the Company’s common stock on the grant date and recognized as an expense over the requisite empl
m oyee service
period on a straight-line basis using an accelerated attribution model. The PSUs featur
t
e a combination of service, market and/or
performance conditions. Market conditions are valued using a model that incorporates the market condition of the grants while
performance conditions are assessed for the probability of achievement. The PSUs are expensed on a straight-line basis over the
requisite empl
m oyee service period. The Company applies a forfeitur
t
e rate and records share-based compensation in “expenses -
salaries, wages and benefits” within the consolidated statements of operations and in “other operating activities” within the
consolidated statements of cash flows.

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
66
Adver
d
tising
n Costst
Advertising costs are expensed as incurred and are included as part of “expenses - general and administrative” within the
consolidated statements of operations. The Company incurred advertising costs of $39, $23 and $37 for the years ended
Decembe
m
r 31, 2024, 2023 and 2022, respectively.
Income Taxe
a
s
The Company is subj
u ect to the income tax laws of the U.S. and its states and municipalities. These tax laws are complex and
subject to differ
f ent interpretations by the taxpayer and the relevant governmental taxing authorities.
Deferred income taxes are determined using the balance sheet method. Deferred taxes are recognized for the future tax impa
m
ct
attributable to differ
f ences between the consolidated financial statements carry
r
ing amounts of existing assets and liabi
a lities and
their respective tax bases. Deferred tax assets and liabi
a lities are measured using enacted tax rates that will apply to taxabl
a e
income in the years in which those temporary
r differ
f ences are expected to be recovered or settled. The effe
f ct of a change in tax
rates on deferred tax assets and liabi
a lities is recognized as income or expense in the period that includes the enactment date.
The Company regularly reviews the carry
r
ing amount of its deferred tax assets to determine if the establ
a ishment of a valuation
allowance is necessary. If based on the available evidence, it is more likely than not that all or a portion of the Company’s
deferred tax assets will not be realized in future periods, a deferred tax valuation allowance is establ
a ished. Consideration is
given to various positive and negative evidence that could affe
f ct the realization of the deferred tax assets. In evaluating this
availabl
a e evidence, management considers, among othe
t
r things, historical financial perfor
f
mance, expectation of future earnings,
length of statut
t ory
r carryforward periods, experience with operating tax loss and tax credit carryforwards which may expire
unused, the use of tax planning strategies and the timing of reversals of temporary
r differ
f ences. The Company’s evaluation is
based on current tax laws as well as management’s expectations of future perfor
f
mance.
The Company initially recognizes tax positions in the consolidated financial statements when it is more likely than not that the
position will be sustained upon examination by the tax authorities. Such tax positions are initially and subsequently measured as
the largest amount of tax benefit that is greater than 50% likely of being realized upon ultimate settlement with the tax
authority, assuming the tax authority has full knowledge of the position and all relevant facts. In establ
a ishing a provision for
income tax expense, the Company makes judgments and interpretations about the application of these inherently complex tax
laws. The Company recognizes interest and penalties related to uncertain tax positions as a component of provisions for income
taxes in accordance with ASC 740.
Earnings
n
Per Share
Basic net income per common share is computed by dividing net income availabl
a e to common stockholders by the weighted
average numbe
m
r of common shares outstanding for the period. Diluted net income per common share is computed by dividing
net income availabl
a e to common stockholders by the sum of the weighted average numbe
m
r of common shares outstanding and
any dilutive securities for the period.
As of Decembe
m
r 31, 2024 and 2023, the Company had 10 million prefer
f red shares authorized at $0.00001, with zero shares
issued and outstanding and aggregate liqui
q dation prefer
f ence of zero dollars.
Share Repu
e
rchases
The Company has a stock repurchase program which allows the Company to repurchase its common stock using open market
stock purchases or privately negotiated transactions. Repurchased common stock is stated at cost and presented as a separate
component of stockholders’ equity in treasury
r stock. The share repurchase cost will be determined based on the total dollar
amount paid for share repurchases for a single day divided by the total volume of shares repurchased. The Inflation Reduction
Act of 2022 impos
m
ed a nondeduc
d
tible 1% excise tax on the net value of certain stock repurchases made afte
f r Decembe
m
r 31,
2022. As a result, the Company recorded the applicable excise tax of $1 and $2 during the year ended Decembe
m
r 31, 2024 and
2023, respectively, as an incremental cost of the shares repurchased in “treasury
r shares at cost” within the consolidated balance
sheets.
3. Acquisitions
Acquisition of assets related to certain mortga
t
ge operations of Flag
l
st
g ar Bank,k N.A.
On July 24, 2024, the Company entered into an asset purchase agreement (the “Asset Purchase Agreement”) and an Agreement
for the Bulk Purchase and Sale of Mortgage Servicing Rights (the “MSR Purchase Agreement”) with Flagstar Bank, N.A.
(“Flagstar”) in contempl
m ation of one another (collectively “the Flagstar Transaction”). Per the Asset Purchase Agreement, the
Company agreed to purchase and assume from Flagstar, certain assets and third-party origination operations. Per the MSR
Purchase Agreement, the Company agreed to purchase certain MSRs held by Flagstar. The Flagstar Transaction closed in the
fourth quarter of 2024 for total consideration of approximately $1.3 billion in cash, funded through availabl
a e cash and
drawdowns of existing MSR lines. The acquired assets primarily consist of approximately $1.2 billion of MSRs and related
advances, and $101 of client relationship intangibles associated with subs
u
ervi
r cing contracts. The Company accounted for the

67
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
transaction as an asset acquisition in accordance with Accounting Standard Codification Topic 805, Business Combinations
(“AS
“
C 805”)
” , whereby the purchase price was allocated to net assets based on their relative fair values.
Acquisition of Home Point Capi
a tal Inc.
In May 2023, the Company entered into an Agreement and Plan of Merger (the
t
“Merger Agreement”) and a mortgage servicing
rights purchase and sale agreement (“Purchase Agreement”) with Home Point Capi
a tal Inc. (“Home Point”), a Delaware
corporation. Per the Merger Agreement, the Company agreed to commence a tender offe
f r to acquire all of the outstanding
shares of common stock of Home Point, othe
t
r than certain excluded shares. The Home Point transactions closed in the third
quarter of 2023 for total consideration of approximately $658. The Purchase Agreement was a bulk purchase of a portion of
Home Point’s MSR portfolio for $335. The Merger Agreement was the tender offe
f r to acquire outstanding shares of common
stock of Home Point, which included the benefit of the cash paid in the bulk purchase of Home Point’s MSR portfolio. The net
consideration paid for the two transactions was $323, or $2.33 per share.
The Company accounted for the two transactions as one business combination (“Home Point Acquisition”) in accordance with
ASC 805 using the acquisition method of accounting. Under the acquisition method of accounting, the Company allocated the
purchase price of the acquisition to identifia
f bl
a e assets acquired and liabi
a lities assumed based on their estimated fair values as of
the acquisition date. The Company acquired $1.2 billion MSRs and assumed an unsecured senior note with a principal balance
of $500, among other acquired net assets. During the third quarter of 2023, the Company recorded a preliminary
r bargain
purchase gain of $96 in “other income (expense), net” within the consolidated statements of operations and reported under
Corporate/Other segment, which represents the excess of the estimated fair value of net assets acqui
q red over the consideration
transfer
f re
r d. In June 2024, the Company finalized its review of tax matters related to the Home Point Acquisition, resulting in an
increase of $4 in other liabi
a lities and a reduction of $4 in the previously recorded bargain purchase gain. Purchase accounting
for the Home Point Acquisition was finalized in the second quarter of 2024 and the final bargain purchase gain related to the
acquisition was $92.
The Company believes it was able to negotiate a bargain purchase price due to seller’s operational challenges from significant
market volatility, as well as the seller’s desire to exit the business in an expedited manner. During the year ended December 31,
2023, the Company incurred $7 of acquisition costs related to the Home Point Acquisition.
Acquisition of Roosevelt Management Company and Affilia
f
ted Companies
In July 2023, the Company acquired all the equity interests of Roosevelt Management Company, LLC (“Roosevelt”), an
investment management firm, and its affi
f liated subs
u
idiaries including Rushmore Loan Management Services LLC, which was
subs
u
equently renamed to Cypress Loan Servicing LLC, and other entities, for a total purchase price of $28 (“Roosevelt
Transaction”). The Company accounted for the transaction as a business combination in accordance with ASC 805 using the
acquisition method of accounting. Under the acquisition method of accounting, the Company allocated the purchase price of the
acquisition to identifia
f bl
a e assets acquired and liabi
a lities assumed based on their estimated fair values as of the acquisition date,
with the excess of the purchase price over those fair values allocated to goodwill. The Company recorded $4 of intangible
assets and $21 of goodwill based on the purchase price allocation. $5 and $16 of the goodwill is assigned to Servicing segment
and Corporate/Other segment, respectively. The goodwill will be deductible for tax purposes. During the year ended Decembe
m
r
31, 2023, the Company incurred $13 of acquisition costs related to the Roosevelt Transaction. The financial results of
Rushmore and Roosevelt were included in Servicing segment and Corporate/Other segment, respectively. The Company
finalized its allocation of fair value of consideration transfer
f red during the three months
t
ended Decembe
m
r 31, 2023.
Acquisition of assets related to Rushmore Loan Management Services, LLC
During the second quarter of 2023, the Company acquired certain assets and liabi
a lities of Rushmore Loan Management
Services, LLC (“Rushmore”) for a total purchase price of $34 (the
t
“Rus
R
hmore Transaction”). Assets acquired were recorded in
the Servicing segment and primarily included subservi
r cing contra
t cts and related servicing advances and receivabl
a es. The
Company accounted for the transaction as an asset acquisition in accordance with ASC 805, whereby the purchase price was
allocated to net assets based on their relative fair values.

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
68
4. Mortgage Servicing Rights and Related Liabilities
The following tabl
a e sets fortht the carrying value of the Company’s MSR and the related liabilities. In estimating the fair value
of all MSRs and related liabi
a lities, the impa
m
ct of the current environment was considered in the determination of key
assumptions.
MSRs and Related Liabilities
December 31, 2024
December 31, 2023
MSRs at fair value
$
11,736
$
9,090
Excess spread financing at fair value
$
386
$
437
Mortgage servicing rights financing at fair value
32
29
MSR related liabilities - nonrecourse at fair value
$
418
$
466
Mortga
t
ge
a
Servicing Righ
i
t
The Company owns and records at fair value the rights to service traditional residential mortgage loans for othe
t
rs either as a
result of purchase transactions or from the retained servicing associated with the sales and securitizations of loans originated.
MSRs are comprised of servicing rights of both agency and non-agency loans.
The following tabl
a e sets fortht the activities of MSRs:
Year Ended December 31,
MSRs at Fair Value
2024
2023
Balance - beginning of year
$
9,090
$
6,654
Additions:
Servicing retained from mortgage loans sold
460
273
Purchases and acquisitions of servicing rights
3,004
3,189
Dispositions:
Sales of servicing assets and excess yield
(583)
(573)
Changes in fair value:
Changes in valuation input
n
s or assumptions used in the valuation model (MSR
MTM)
650
121
Changes in valuation due to amortization
(923)
(604)
Other changes(1)
38
30
Balance - end of year
$
11,736
$
9,090
(1)
Amounts primarily represent negative fair values reclassified from the MSR asset to reserves as underlying loans are removed from the MSR and other
reclassification adju
d stments.
From time to time, the Company sells its ownership interest in certain MSRs and is retained as the subservicer for the sold
assets. The Company has evaluated the sale accounting requirements related to these transactions, including the Company’s
continued involvement as the subs
u
ervi
r cer, and concluded that these transactions qualify
f for sale accounting treatment. During
the years ended Decembe
m
r 31, 2024 and 2023, the Company sold $26,739 and $25,239 in unpa
n
id principal balance (“UPB”) of
MSRs, of which $26,156 and $23,218 was retained by the Company as subs
u
ervicer, respectively.
During the year ended December 31, 2024 and 2023, certain agencies entered into agreements with the Company to purchase
excess servicing cash flows (“excess yield”) on certain agency loans with a total UPB of approximately $27,841 and $41,958
for proceeds of $226 and $294, respectively. During the year ended December 31, 2024 and 2023, the Company recorded a gain
of $27 and $33, respectively, through the mark-to-market adju
d stments within “revenues - service related, net” in the
consolidated statements of operations.
MSRs are segregated between investor type
y
into agency and non-agency pools (referred to herein as “investor pools”) based
upon contra
t ctua
t
l servicing agreements with investors at the respective balance sheet date to evaluate the MSR portfolio and fair
value of the portfol
f io. Agency investors consist of Government National Mortgage Association (“Ginnie Mae” or “GNMA”)
and the GSEs, Federal National Mortgage Association (“Fannie Mae” or “FNMA”) and Federal Home Loan Mortgage Corp
(“Freddie Mac” or “FHLMC”). Non-agency investors consist of investors in private-labe
a
l securitizations.

69
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
The following tabl
a e provides a breakdown of UPB and fair value for the Company’s MSRs:
December 31, 2024
December 31, 2023
MSRs - UPB and Fair Value Breakdown by
Investor Pools
UPB
Fair Value
UPB
Fair Value
Agency
$
710,997
$
11,397
$
561,656
$
8,774
Non-agency
25,074
339
26,286
316
Total
$
736,071
$
11,736
$
587,942
$
9,090
Refer to Note 17,7 Fair Value Measurem
r
ents, for further discussion on key weighted-average inpu
n
ts and assumptions used in
estimating the fair value of MSRs.
The following tabl
a e shows the hypothetical effe
f ct on the fair value of the Company’s MSRs when applying certain unfavorabl
a e
variations of key assumptions to these assets for the dates indicated:
Option Adju
d
sted Spread
Total Prepayment Speeds
Cost to Service per Loan
MSRs - Hypothetical Sensitivities
100 bps
Adverse
Change
200 bps
Adverse
Change
10%
Adverse
Change
20%
Adverse
Change
10%
Adverse
Change
20%
Adverse
Change
December 31, 2024
Mortgage servicing rights
$
(470) $
(904) $
(308) $
(597) $
(84) $
(169)
December 31, 2023
Mortgage servicing rights
$
(368) $
(706) $
(219) $
(425) $
(89) $
(178)
These hypothetical sensitivities should be evaluated with care. The effe
f ct on fair value of an adverse change in assumptions
generally cannot be determined because the relationship of the change in assumptions to the fair value may not be linear.
Additionally,y the impa
m
ct of a variation in a particular assumption on the fair value is calculated while holding other assumptions
constant. In reality,y changes in one factor may lead to changes in other factors, which could impa
m
ct the above hypot
y
he
t
tical
effe
f cts.
Excess Spread Fina
i
ncing
n
In order to finance the acquisition of certain MSRs on various portfolios, the Company previously entered into sale and
assignment agreements with third parties and sold to these entities the right to receive a specified percentage of the excess cash
flow generated from the portfol
f ios in excess of a fixed base servicing fee per loan. The Company retains all the base servicing
fees, ancillary income and interest float earni
r ngs on principal along with interest payments and escrow,
w and also incurs costs to
service the specifie
f d pool. The Company is the legal owner and the servicer of the portfolios and provides all servicing and
advancing functions.
In connection with the above transactions, the Company entered into refinanced loan obligations with third parties that require
the Company to transfer
f
the new loan or a replacement loan of similar economic characteristics into the respective portfol
f io if
the Company refinances any loan in the portfolio. The new or replacement loan will be governed by the same terms set forth in
the sale and assignment agreement described above.
The Company had excess spread financing liability of $386 and $437, related to the UPB of $66,519 and $74,219 as of
Decembe
m
r 31, 2024 and 2023, respectively. Refer to Note 17,7 Fair Value Measurem
r
ents, for key weighted-average inpu
n
ts and
assumptions used in the valuation of excess spread financing liability.
The following tabl
a e shows the hypothetical effe
f ct on the Company’s excess spread financing fair value when applying certain
unfavorabl
a e variations of key assumptions to these liabi
a lities for the dates indicated:
Option Adju
d
sted Spread
Prepayment Speeds
Excess Spread Financing - Hypothetical
Sensitivities
100 bps
Adverse
Change
200 bps
Adverse
Change
10%
Adverse
Change
20%
Adverse
Change
December 31, 2024
Excess spread financing
$
13
$
28
$
8
$
17
cember 31, 2023
Excess spread financing
$
16
$
32
$
10
$
20

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
70
These hypothetical sensitivities should be evaluated with care. The effe
f ct on fair value of an adverse change in assumptions
generally cannot be determined because the relationship of the change in assumptions to the fair value may not be linear.
Additionally,y the impa
m
ct of a variation in a particular assumption on the fair value is calculated while holding other assumptions
constant. In reality,y changes in one factor may lead to changes in other factors, which could impa
m
ct the above hypot
y
he
t
tical
effe
f cts. Also, a positive change in the above assumptions would not necessarily correlate with the corresponding decrease in the
net carry
r
ing amount of the excess spread financing. Excess spread financing’s cash flow assumptions that are utilized in
determining fair value are based on the related cash flow assumptions used in the financed MSRs. Any fair value change
recognized in the financed MSRs attributable to related cash flows assumptions would inherently have an inverse impa
m
ct on the
carrying amount of the related excess spread financing.
Mortga
t
ge
a
Servicing
n Righ
i
ts Fina
i
ncing
n
The Company had MSR financing liabi
a lity of $32 and $29 as of Decembe
m
r 31, 2024 and 2023, respectively. Refer to Note 2,
Sign
i
ificant Accounting Policies, for furthe
t
r discussion on MSR financing, and Note 17,7 Fair Value Measurem
r
ents, for key
weighted-average inpu
n
ts and assumptions used in the valuation of the MSR financing liabi
a lity.
Revenues - Service Related, net
The following tabl
a e sets fortht the items comprising total “revenues - service related, net”:
Year Ended December 31,
Revenues - Service Related, net
2024
2023
2022
Contractua
t
lly specified servicing fees(1)
$
2,222
$
1,700
$
1,458
Other service-related income(1)
77
72
105
Incentive and modification income(1)
69
43
29
Servicing late fees(1)
128
89
76
Mark-to-market adju
d
stments - Servicing
MSR MTM
650
121
1,328
(Loss) on MSR hedging activities
(517)
(68)
(332)
(Loss) gain on MSR and excess yield sales
(9)
23
(3)
Reclassifications to reserve provision(2)
(25)
(33)
(30)
Excess spread / MSR financing MTM
(18)
(18)
(142)
Total mark-to-market adju
d stme
t
nts - Servicing
81
25
821
Amortization, net of accretion
MSR amortization
(923)
(604)
(779)
Excess spread accretion
37
41
86
Total amortization, net of accretion
(886)
(563)
(693)
Originations service related fees(3)
86
61
98
Corporate/Xome service related fees
77
84
76
Other(4)
(66)
(71)
(105)
Total revenues - Service Related, net
$
1,788
$
1,440
$
1,865
(1)
Amounts include subservicing related revenues. Amounts also include servicing fees from loans sold with servicing retained of $759, $708 and $661 for
the years ended Decembe
m
r 31, 2024, 2023 and 2022, respectively.
(2)
Reclassifications to reserve provision include the impa
m
ct of negative modeled cash flows which have been transfer
f re
r d to reserves on advances and other
receivabl
a es. The negative modeled cash flows relate to advances and other receivabl
a es associated with inactive and liquidated loans that are no longer part
of the MSR portfol
f io.
(3)
Amounts include fees collected from customers for originated loans and from other lenders for loans purchased through the correspondent channel, and
include loan application, underwriting, and other similar fees.
(4)
Other represents the excess servicing fee that the Company pays to the counterpa
r
rties under the excess spread financing arra
r ngements, portfol
f io runofff
and the payments made associated with MSR financing arra
r ngements.

71
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
5. Advances and Other Receivables
Advances and other receivabl
a es, net consists of the following:
Advances and Other Receivables, Net
December 31, 2024
December 31, 2023
Servicing advances, net of $6 and $13 purchase discount, respectively
$
1,410
$
1,065
Receivabl
a es from agencies, investors and prior servicers, net of zero and $6 purchase
discount, respectively
47
101
Reserves
(112)
(170)
Total advances and other receivables, net
$
1,345
$
996
The following tabl
a e sets fortht the activities of the servicing reserves for advances and othe
t
r receivabl
a es:
Year Ended December 31,
Reserves for Advances and Other Receivables
2024
2023
Balance - beginning of year
$
170
$
137
Provision, net(1)
24
40
Reclassifications(2)
24
27
Write-offsf (3)
(106)
(34)
Balance - end of year
$
112
$
170
(1)
The Company recorded a provision of $25 and $33 through the MTM adju
d stments in “revenues - service related, net” in the consolidated statements of
operations during the years ended Decembe
m
r 31, 2024 and 2023, respectively.
(2)
Reclassifications represent required reserves provisioned within other balance sheet accounts as associated serviced loans become inactive or liquidate.
(3)
Write-offsf represent balances removed from the servicing platform during the respective periods, including fully reserved balances related to third-party
settlements where further loss recovery of prior servicer errors is limited.
Purchase Disc
i
ount for Adva
d
nces and Othe
t
r Receivables
l
The following tabl
a e sets fortht the activities of the purchase discount for advances and othe
t
r receivabl
a es:
Year Ended December 31, 2024
Year Ended December 31, 2023
Purchase Discount for Advances and Other
Receivables
Servicing Advances
Receivables from
Agencies, Investors
and Prior Servicers
Servicing Advances
Receivables from
Agencies, Investors
and Prior Servicers
Balance - beginning of year
$
13
$
6
$
12
$
7
Addition from acquisition(1)
—
—
5
—
Utilization of purchase discounts
(7)
(6)
(4)
(1)
Balance - end of year
$
6
$
—
$
13
$
6
(1)
In connection with the acquisition of Home Point in 2023, the Company recorded the acquired advances and other receivables at estimate fair value as of
the acquisition date, which resulted in a purchase discount of $5. Refer to Note 3, Acquisi
i tions, for discussion of the Home Point acquisition.
Credit
d
Loss for Adva
d
nces and Othe
t
r Receivables
l
The following tabl
a e sets fortht the activities of the CECL allowance for advances and othe
t
r receivabl
a es:
Year Ended December 31,
CECLAllowance for Advances and Other Receivables
2024
2023
Balance - beginning of year
$
35
$
36
Provision, net
(2)
1
Write-offsf (1)
(20)
(2)
Balance - end of year(2)
$
13
$
35
(1)
Write-offsf represent balances removed from the servicing platform during the respective periods, including fully reserved balances related to third-party
settlements where further loss recovery of prior servicer errors is limited.
(2)
As of Decembe
m
r 31, 2024, $13 was included in reserves. As of December 31, 2023, $29 and $6 we
w re included in reserves and purchase discount,
respectively.

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
72
6. Mortgage Loans Held for Sale
Mortgage
t
Loans Held for Sale
The Company maintains a strategy of originating and purchasing residential mortgage loan products primarily for the purpose
of selling to GSEs or othe
t
r third-party investors in the secondary
r market on a servicing-retained basis. The Company purchases
originated loans through its correspondent channel and assists customers currently in the Company’s servicing portfol
f io with
refinancing of loans or new home purchases through its direct-to-consumer channel. Generally,y all newly originated mortgage
loans held for sale are securitized and transfer
f red to GSEs or delivered to third-party purchasers shortly afte
f r origination on a
servicing-retained basis.
Mortgage loans held for sale are recorded at fair value as set forth below:
Mortgage Loans Held for Sale
December 31, 2024
December 31, 2023
Mortgage loans held for sale - UPB
$
2,187
$
924
Mark-to-market adju
d stment(1)
24
3
Total mortgage loans held for sale
$
2,211
$
927
(1)
The mark-to-market adju
d stment includes net change in unrealized gain/loss, premium on correspondent loans and fees on direct-to-consumer loans. The
mark-to-market adju
d stment is recorded in “revenues - net gain on mortgage loans held for sale” in the consolidated statements of operations.
The following tabl
a e sets fortht the activities of mortgage loans held for sale:
Year Ended December 31,
Mortgage Loans Held for Sale
2024
2023
Balance - beginning of year
$
927
$
893
Loans sold and loan payments received
(23,412)
(14,097)
Mortgage loans originated and purchased, net of fees
23,022
12,856
Repurchase of loans out of Ginnie Mae securitizations(1)
1,670
1,234
Net change in unrealized gain on retained loans held for sale
5
44
Net transfer
f s of mortgage loans held for sale(2)
(1)
(3)
Balance - end of year
$
2,211
$
927
(1)
The Company has the optional right to repurchase any individual loan in a Ginnie Mae securitization pool if that loan meets certain criteria, including
being delinquent greater than 90 days. The majo
a rity of Ginnie Mae repurchased loans are repurchased in connection with loan modifications and loan
resolution activity,y with the intent to re-pool into new Ginnie Mae securitizations upon re-performance of the loan or to otherwise sell to third-party
investors. Therefor
f
e, these loans are classified as held for sale.
(2)
Amount reflects transfer
f s to other assets for loans transitioning into REO status and transfer
f s to advances and other receivables, net, for claims made on
certain government insurance mortgage loans. Transfer
f s out are net of transfer
f s in upon receipt of proceeds from an REO sale or claim filing.
For the years ended Decembe
m
r 31, 2024 and 2023, the Company recorded a total realized gain of $80 and $33 from total sales
proceeds of $23,460 and $13,877, respectively, on the sale of mortgage loans held for sale.
The Company accrue
r
s interest income as earne
r
d and places loans on non-accrua
r
l status
t
afte
f r any portion of principal or interest
has been delinquent for more than 90 days. Accrue
r
d interest is recorded as “interest income” in the consolidated statements of
operations.
The total UPB of mortgage loans held for sale on non-accrua
r
l status was as follows:
December 31, 2024
December 31, 2023
Mortgage Loans Held for Sale
UPB
Fair Value
UPB
Fair Value
Non-accrua
r
l(1)
$
47
$
38
$
42
$
36
(1)
Non-accrua
r
l UPB includes $38 and $35 of UPB related to Ginnie Mae repurchased loans as of Decembe
m
r 31, 2024 and 2023, respectively.
The total UPB of mortgage loans held for sale for which the Company has begun formal foreclosure proceedings was $22 and
$30 as of Decembe
m
r 31, 2024 and 2023, respectively.

73
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
7. Property and Equipment
The composition of property and equipment, net, and the corresponding ranges of estimated useful
f
lives were as follows:
Property and Equipment, Net
December 31, 2024
December 31, 2023
Estimated Useful
f
Life
Furniture, fixtur
t
es, and equipment
$
64
$
57
3 - 5 years
Capi
a talized software costs
100
94
3 - 5 years
Softwa
t
re in development and other
21
8
Leasehold impr
m
ovements
30
30
Lesser of 10 years or remaining
lease term
Long-term finance leases - computer equipment
—
5
3 - 5 years
Property and equipment
215
194
Less: Accumulated depreciation
(157)
(141)
Property and equipment, net
$
58
$
53
The Company recorded depreciation expense on property and equi
q pment of $30 and $31 for the years ended Decembe
m
r 31,
2024 and 2023, respectively. The Company has entered into various lease agreements for computer equi
q pment, which are
classified as finance leases. See Note 8, Leases, for more information.
The Company recorded no impairment charges for property and equi
q pment during the years ended December 31, 2024 and
2023.
8. Leases
The Company’s leases primarily relate to offi
f ce space and equipment, with remaining lease terms of generally less than 1 ye rar
to 6 years. Certain lease arrangements contain extension options, which typically range from 2 to 7 years, at the then fair mark tet
rental rates. As of Decembe
m
r 31, 2024 and 2023, operating lease ROU assets were $44 and $72, respectively, and corresponding
lease liabi
a lities were $57 and $91, respectively, which were included in “other assets,” and “payables and other liabi
a lities,”
respectively, on the consolidated balance sheets. The Company does not currently have any signific
f ant finance leases in which
it is the lessee.
Effe
f ctive October 31, 2024, the Company early terminated an offi
f ce lease agreement but continued using the offi
f ce space until
Decembe
m
r 31, 2024. The Company applied the lease modification guidance to account for the transaction and remeasured the
related ROU asset and lease liability as of the modification date. In addition, the ROU asset was amortized over the shortened
term of the lease, resulting in the recognition of $18 within “expenses - general and administrative” in the consolidated
statements of operations in 2024.
The tabl
a e below summarizes the Company’s net lease cost:
Year Ended December 31,
Net Lease Cost
2024
2023
Operating lease cost
$
37
$
21
Subl
u ease income
(2)
(3)
Total net lease cost
$
35
$
18
The tabl
a e below summarizes other information related to the Company’s operating leases:
Year Ended December 31,
Operating Leases - Other Information
2024
2023
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases
$
41
$
19
Leased assets obtained in exchange for new operating lease liabilities
6
8
Weighted average remaining lease term - operating leases, in years
4.4
5.0
Weighted average discount rate - operating leases
4.6 %
4.6 %

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
74
Maturities of operating lease liabi
a lities as of Decembe
m
r 31, 2024 are as follows:
Year Ending December 31,
Operating Leases
2025
$
16
2026
15
2027
13
2028
9
2029
8
Thereafter
2
Total future minimum lease payments
63
Less: imput
m
ed interest
6
Total operating lease liabi
a lities
$
57
9. Loans Subject to Repurchase from Ginnie Mae
Loans are sold to Ginnie Mae in conjunction with the issuance of mortgage-backed securities. The Company, as the issuer of
the mortgage-backed securities, has the unilateral right to repurchase any individual loan in a Ginnie Mae securitization pool if
that loan meets certain criteria, including payments not being received from customers for greater than 90 days. Once the
Company has the unilateral right to repurchase a delinquent loan, it has effe
f ctively regained contro
t
l over the loan and
recognizes these rights to the loan on its consolidated balance sheets and establ
a ishes a corresponding repurchase liabi
a lity
regardless of the Company’s intention to repurchase the loan. The Company had loans subject to repurchase from Ginnie Mae
of $1,176 and $966 as of December 31, 2024 and 2023, respectively, which are included in both “other assets” and “payables
and othe
t
r liabi
a lities” in the consolidated balance sheets.
10. Goodwill and Intangible Assets
Goodwi
d
ll
i
The following tabl
a e presents changes in the carrying amount of goodwill by reportable segment for the year ended
Decembe
m
r 31, 2023. There were no changes in goodwill in 2024.
Year Ended December 31, 2023
Servicing
Originations
Corporate/Other(2)
Total
Balance - beginning of year
$
80
$
28
$
12
$
120
Addition from acquisitions(1)
5
—
16
21
Balance - end of year
$
85
$
28
$
28
$
141
(1)
The Company recorded goodwill in connection with the Roosevelt Transaction to both Servicing and Corporate/Other as discussed in Note 3,
Acquisi
i tions.
(2)
The goodwill associated with Xome and Roosevelt is included in Corporate/Other.
During the years ended December 31, 2024 and 2023, the Company assessed its reporting units and determined that no
impa
m
irment of goodwill existed. Goodwill is recorded in “other assets” within the consolidated balance sheets.
Intangible Assets
The following tabl
a es present the composition of intangible assets:
December 31, 2024
Intangible Assets
Gross Carrying
Amount
Accumulated
Amortization
Net Carrying
Amount
Weighted Average
Remaining Life in
Years
Client relationships
$
197
$
(85) $
112
4.6
Trade name
9
(7)
2
3.5
Other(1)
7
(2)
5
2.6
Total intangible assets
$
213
$
(94) $
119
4.5

75
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
December 31, 2023
Intangible Assets
Gross Carrying
Amount
Accumulated
Amortization
Net Carrying
Amount
Weighted Average
Remaining Life in
Years
Client relationships
$
96
$
(73) $
23
4.7
Trade name
9
(7)
2
4.5
Other(1)
3
—
3
2.8
Total intangible assets
$
108
$
(80) $
28
4.5
(1)
Other intangible assets include assembled workforce and licenses.
Intangible assets are recorded in “other assets” within the consolidated balance sheets. In 2024, the Company recorded
intangible assets of $105 in connection with the Flagstar Transaction. In 2023, the Company recorded intangible assets of $23
and $4 in connection with the Rushmore Transaction and Roosevelt Transaction, respectively. See further discussion in Note 3,
Acquisitions.
The Company recognized $14 and $7 of amortization expense related to intangible assets during the years ended December 31,
2024 and 2023, respectively. The Company expects to record amortization expense for existing amortizable intangible assets of
$29, $26, $26, $22, and $16 for each of the years ending December 31, 2025 to 2029. No impa
m
irment on intangible assets was
recorded during the years ended Decembe
m
r 31, 2024 and 2023.
11. Derivative Financial Instruments
Derivative instruments are used as part of the overall strategy to manage exposure to interest rate risks related to mortgage
loans held for sale and IRLCs (“the pipeline”) and the MSR portfolio. The Company economically hedges the pipeline
separately from the MSR portfol
f io primarily using third-party derivative instruments. Such derivative instruments utilized by
the Company include IRLCs, LPCs, forward MBS and Treasury futures. The changes in value on the derivative instruments
associated with pipeline hedging are recorded in earni
r ngs as a component of “revenues - net gain on mortgage loans held for
sale” on the consolidated statements of operations and consolidated statements of cash flows, while changes in the value of
derivative instruments associated with the MSR portfolio fair value are recorded in “revenues - service related, net” on the
consolidated statements of operations and in “loss on MSR hedging activities” on the consolidated statements of cash flows.
The following tabl
a es provide the outstanding notional balances, fair values of outstanding positions and recorded gains/(losses)
for the derivative financial instruments. Gains/(losses) include botht realized and unrealized gains/(losses) of each derivative
financial instrument.
December 31, 2024
Year Ended
December 31, 2024
Derivative Financial Instruments
Expiration
Dates
Outstanding
Notional
Fair
Value
Gains/(Losses)
Assets
Mortgage loans held for sale
Loan sale commitments
2025
$
900
$
12
$
1
Derivative financial instruments
Forward MBS trades
2025
$
2,871
$
18
$
232
IRLCs
2025
691
22
1
LPCs
2025
511
6
3
Treasury futures
2024
—
—
98
Total derivative financial
instruments - assets
$
4,073
$
46
$
334
Liabilities
Derivative financial instruments
Forward MBS trades
2025
$
6,816
$
95
$
(424)
Treasury futures
2025
3,810
59
(379)
LPCs
2025
1,013
7
(7)
IRLCs
2025
39
—
—
Total derivative financial
instruments - liabilities
$
11,678
$
161
$
(810)

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
76
December 31, 2023
Year Ended
December 31, 2023
Derivative Financial Instruments
Expiration
Dates
Outstanding
Notional
Fair
Value
Gains/(Losses)
Assets
Mortgage loans held for sale
Loan sale commitments
2024
$
337
$
11
$
1
Derivative financial instruments
Treasury futures
2024
$
2,634
$
113
$
113
Forward MBS trades
2024
2,365
22
155
IRLCs
2024
584
21
(1)
LPCs
2024
361
3
2
Total derivative financial
instruments - assets
$
5,944
$
159
$
269
Liabilities
Derivative financial instruments
Forward MBS trades
2024
$
1,049
$
9
$
(126)
Treasury futures
2024
80
—
(196)
LPCs
2024
41
—
1
IRLCs
2024
1
—
—
Total derivative financial
instruments - liabilities
$
1,171
$
9
$
(321)
As of Decembe
m
r 31, 2024, the Company held $216 and $3 in collateral deposits and collateral obligations on derivative
instruments, respectively. As of Decembe
m
r 31, 2023, the Company held $8 and $56 in collateral deposits and collateral
obligations on derivative instruments, respectively. Collateral deposits and collateral obligations are recorded in “other assets”
and “payables and othe
t
r liabi
a lities,” respectively, in the Company’s consolidated balance sheets, and are included in “net cash
attributable to operating activities” within the consolidated statements of cash flows. The Company does not offs
f et fair value
amounts recognized for derivative instruments with amounts collected or deposited on derivative instruments in the
consolidated balance sheets.
12. Indebtedness
Adva
d
nce, Warehouse and MSR
S
Facilitie
i
s
December 31, 2024
December 31, 2023
Maturity
Date
Collateral
Capacity
Amount
Outstanding
Collateral
Pledged
Outstanding
Collateral
Pledged
Advance Facilities
advance facility(1)
Jul 2026
Servicing advance
receivabl
a es
$
500
$
285
$
394
$
—
$
—
$500 advance facility
Aug 2026
Servicing advance
receivabl
a es
500
423
475
250
326
$350 advance facility
Oct 2026
Servicing advance
receivabl
a es
350
119
151
132
169
$300 advance facility(2)
Nov 2024
Servicing advance
receivabl
a es
300
—
—
273
364
$50 advance facilityt (3)
Jul 2025
Servicing advance
receivabl
a es
50
22
40
27
49
Advance facilities principal amount
849
1,060
682
908

77
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
December 31, 2024
December 31, 2023
Maturity
Date
Collateral
Capacity
Amount
Outstanding
Collateral
Pledged
Outstanding
Collateral
Pledged
Warehouse Facilities
$1,500 Warehouse Facility
Jun 2025
Mortgage loans or MBS
1,500
68
71
107
104
$1,200 Warehouse Facility(4)
Sep 2026
Mortgage loans or MBS
1,200
131
148
158
177
$750 Warehouse Facility
Apr 2025
Mortgage loans or MBS
750
112
140
137
176
$750 Warehouse Facility
Oct 2025
Mortgage loans or MBS
750
489
530
155
166
$600 Warehouse Facility
Aug 2025
Mortgage loans or MBS
600
368
381
73
75
$500 Warehouse Facility
Nov 2025
Mortgage loans or MBS
500
247
256
—
—
$500 Warehouse Facility
Jun 2025
Mortgage loans or MBS
500
90
99
72
78
$250 Warehouse Facility
Nov 2025
Mortgage loans or MBS
250
238
253
—
—
$200 Warehouse Facility
Dec 2026
Mortgage loans or MBS
200
112
123
82
84
$200 Warehouse Facility
Apr 2025
Mortgage loans or MBS
200
—
—
12
21
$200 Warehouse Facility(3)
Jul 2025
Mortgage loans or MBS
200
105
105
1
1
$100 Warehouse Facility
Apr 2025
Mortgage loans or MBS
100
56
62
25
33
$100 Warehouse Facility
Apr 2025
Mortgage loans or MBS
100
—
—
—
—
$1 Warehouse Facility
Dec 2025
Mortgage loans or MBS
1
—
—
—
—
Warehouse facilities principal amount
2,016
2,168
822
915
MSR Facilities
$1,750 Warehouse Facility
Apr 2026
MSR
1,750
950
2,669
980
1,455
$1,500 Warehouse Facility(1)
Jul 2026
MSR
1,500
475
2,607
—
—
$1,450 Warehouse Facility(2)
Nov 2024
MSR
1,450
—
—
300
2,164
$950 Warehouse Facility(4)
Sep 2026
MSR
950
550
1,711
545
1,306
$750 Warehouse Facility
Jul 2026
MSR
750
670
1,066
405
655
$500 Warehouse Facility
Jun 2026
MSR
500
250
519
—
—
$500 Warehouse Facility
Jul 2026
MSR
500
330
629
—
—
$500 Warehouse Facility
Apr 2026
MSR
500
250
781
305
634
$500 Warehouse Facility
Jun 2026
MSR
500
150
726
250
677
$50 Warehouse Facility
Nov 2025
MSR
50
25
80
29
67
MSR facilities principal amount
3,650
10,788
2,814
6,958
Advance, warehouse and MSR facilities principal amount
6,515
$
14,016
4,318
$
8,781
Unamortized debt issuance costs
(20)
(16)
Total advance, warehouse and MSR facilities, net
$
6,495
$
4,302
(1)
Total capacity for this facility is $2,000, of which $500 and $1,500 are internally allocated for advance financing and MSR financing, respectively;
capacity is fully fungible and is not restricted by these allocations.
(2)
This facility was terminated in July 2024.
(3)
Total capacity for this facility is $200, of which $50 is a subl
u imit for advance financing.
(4)
The capacity amount for this facility is $1,200, of which $950 is a sublimit for MSR financing.
The weighted average interest rate for advance facilities was 7.5% and 7.6% for the years ended Decembe
m
r 31, 2024 and 2023,
respectively. The weighted average interest rate for warehouse and MSR facilities was 7.6% for the years ended Decembe
m
r 31,
2024 and 2023, respectively.

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
78
Unsecured Senior Notes
Unsecured senior notes consist of the following:
Unsecured Senior Notes
December 31, 2024
December 31, 2023
$1,000 face value, 7.125% interest rate payabl
a e semi-annually,y due Februa
r
ry 2032(1)
$
1,000
$
—
$850 face value, 5.500% interest rate payabl
a e semi-annually, due August 2028
850
850
$750 face value, 6.500% interest rate payabl
a e semi-annually, due August 2029(2)
750
—
$650 face value, 5.125% interest rate payabl
a e semi-annually, due Decembe
m
r 2030
650
650
$600 face value, 6.000% interest rate payabl
a e semi-annually, due January 2027
600
600
$600 face value, 5.750% interest rate payabl
a e semi-annually, due November 2031
600
600
$550 face value, 5.000% interest rate payabl
a e semi-annually, due Februa
r
ry 2026
500
500
Unsecured senior notes principal amount
4,950
3,200
Purchase discount and unamortized debt issuance costs
(59)
(49)
Unsecured senior notes, net
$
4,891
$
3,151
(1)
In Februa
r
ry 2024, the Company completed the offe
f ring of $1,000 unsecured senior notes due 2032 (the “2032 Notes”) and used the net proceeds from the
offe
f ring to repay a portion of the amounts outstanding on its MSR facilities.
(2)
In August 2024, the Company completed the offe
f ring of $750 unsecured senior notes due 2029 (the “2029 Notes”) and used the net proceeds from the
offe
f ring to repay a portion of the amounts outstanding on its MSR facilities.
The ratios included in the indentur
t
es for the unsecured senior notes are incurrence-based compared to the customary ratio
covenants that are ofte
f n found in credit agreements that require a company to maintain a certain ratio. The incurrence-based
covenants limit the issuer(s) and restri
t cted subs
u
idiaries ability to incur additional indebtedness, pay dividends, make certain
investments, create liens, consolidate, merge or sell subs
u
tantially all of their assets or enter into certain transactions with
affi
f liates. The indentures contain certain events of default, including (subject, in some cases, to customary cure periods and
materiality thresholds) defaults based on (i) the failure to make payments under the applicable indentur
t
e when due, (ii) breach
of covenants, (iii) cross-defaults to certain othe
t
r indebtedness, (iv) certain bankrup
r
tcy or insolvency events, (v) material
judgments and (vi) invalidity of material guarantees.
The indentur
t
es provide that on or before certain fixed dates, the Company may redeem up to 40% of the aggregate principal
amount of the unsecured senior notes with the net proceeds of certain equity offe
f rings at fixed redemption prices, plus accrue
r
d
and unpaid interest, to the redemption dates, subj
u ect to compliance with certain conditions. In addition, the Company may
redeem all or a portion of the unsecured senior notes at any time on or afte
f r certain fixed dates at the applicable redemption
prices set fortht in the indentur
t
es plus accrued and unpa
n
id interest, to the redemption dates. No notes were repurchased or
redeemed during the years ended December 31, 2024 and 2023.
As of Decembe
m
r 31, 2024, the expected maturities of the Company’s unsecured senior notes based on contra
t ctua
t
l maturities are
as follows:
Year Ending December 31,
Amount
2025
$
—
2026
500
2027
600
2028
850
2029
750
Thereafter
2,250
Total unsecured senior notes principal amount
$
4,950
Fina
i
ncial Covenantst
The Company’s credit facilities contain various financial covenants, which primarily relate to required tangible net wortht
amounts, liqui
q dity reserves, leverage requirements, and profit
f ability requirements, which are measured at Nationstar Mortgage
LLC, the Company’s primary operating subs
u
idiary,y and Cypr
y
ess Loan Servicing LLC. The Company was in compliance with its
required financial covenants as of Decembe
m
r 31, 2024.
13. Securitizations and Financings
Variablel Interest Entities
In the normal course of business, the Company enters into various type
y
s of on- and off-
f balance sheet transactions with special
purpose entities (“SPEs”) determined to be VIEs, which primarily consist of securitization trus
r
ts establ
a ished for a limited

79
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
purpose. Generally,y these SPEs are formed for the purpose of securitization transactions in which the Company transfer
f s assets
to a SPE, which then issues to investors various forms of debt obligations supp
u
orted by those assets.
The Company has determined that the SPEs created in connection with certain advance facilities trus
r
ts should be consolidated
as the Company is the primary beneficiary
r of each of these entities.
A summary
r of the assets and liabilities of the Company’s transactions with VIEs included in the Company’s consolidated
financial statements is presented below:
December 31, 2024
December 31, 2023
Consolidated Transactions with VIEs
Transfers
f
Accounted for as
Secured
Borrowings
Transfers
f
Accounted for as
Secured
Borrowings
Assets
Restricted cash
$
188
$
111
Advances and other receivabl
a es, net
1,020
495
Total assets
$
1,208
$
606
Liabilities
Advance facilities, net(1)
$
824
$
382
MSR facilities, net(1)
469
—
Payabl
a es and other liabi
a lities
3
1
Total liabi
a lities
$
1,296
$
383
(1
(1)
Refer to advance and MSR facilities in Note 12, Indebtedne
d
ss, for additional information.
The following table shows a summary of the outstanding collateral and certificate balances for securitization trus
r
ts for which
the Company was the transfer
f or, including any retained beneficial interests and MSRs, that were not consolidated by the
Company:
Unconsolidated Securitization Trusts
December 31, 2024
December 31, 2023
Total collateral balances - UPB
$
798
$
881
Total certific
f ate balances
$
773
$
849
The Company has not retained any variable interests in the unconsolidated securitization trus
r
ts that were outstanding as of
Decembe
m
r 31, 2024, and 2023, and therefor
f
e does not have a signific
f ant exposure to loss related to these unconsolidated VIEs.
A summary of mortgage loans transfer
f re
r d by the Company to unconsolidated securitization trus
r
ts that are 60 days or more past
due are presented below:
Principal Amount of Transferr
f
ed Loans 60 Days or More Past Due
December 31, 2024
December 31, 2023
Unconsolidated securitization trus
r
ts
$
81
$
91
14. Stockholders' Equity and Employee Benefit Plans
Share-based awards under the 2019 Omnibus Incentive Plan (the “2019 Plan”) include (i) restricted stock units (“RSUs”)
granted to empl
m oyees of the Company, consultants, and non-empl
m oyee directors and (ii) performance stock units (“PSUs”)
granted to certain executive offi
f cers.
Restri
t cted
t
Stoc
t
k Unitst
The RSUs are valued at the fair market value of the Company’s common stock on the grant date as defined in the 2019 Plan.
The stock awards for empl
m oyees generally vest in equal installments on each of the first three anniversaries of the awards,
provided that the participant remains continuously empl
m oyed with the Company during that time. If the participant’s
empl
m oyment has terminated by reason of retirement, or upon death or disabi
a lity,y the unvested shares of an award will vest. The
stock awards for non-employee directors generally vest the earlier of (a) the first anniversary of the grant date or (b) the date of
the next annual stockholders meeting following the grant date. Any forfeitur
t
e of restricted stock awards before vesting has been
achieved, results in a reduction in the balance of outstanding common shares.

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
80
Perfor
f
ma
r
nce Stoc
t
k Unitst
The PSUs are valued at the fair market value of the Company’s common stock on the grant date as defined in the 2019 Plan.
In March 2024, certain executives of the Company were granted 0.08 million PSUs (the “2024 PSUs”). In March 2023 and
November 2023, certain executives of the Company were granted 0.1 million and 0.2 million PSUs (the “2023 PSUs”),
respectively. 50% of the 2024 and 2023 PSUs are eligible to vest in an amount between 0% to 200% of a target award based n
on
achievement of relative total shareholder return and the remaining 50% are eligible to vest in an amount between 0% to 200%
of a target award based on achievement of annualized tangible book value growth. The 2024 and 2023 PSUs vest over a period
of three to five years and are settled into shares of the Company’s common stock.
In March 2022, certain executives of the Company were granted 0.1 million PSUs (the “2022 PSUs”). The 2022 PSUs are
eligible to vest and be settled into shares of common stock in an amount between 0% and 200% of a target award based n
on
achievement of total shareholder return perfor
f
mance vesting criteria over a period of three years.
Share-Based Award Activities
The following tabl
a e summarizes the Company’s share-based awards:
Share-based Awards
Shares (or Units)
(in thousands)
Weighted-Ave
A
rage
Grant Date Fair
Value, per Share (or
Unit)
Share-based awards outstanding as of December 31, 2023
2,113
$
41.73
Granted
642
74.58
Vested
(1,122)
33.05
Forfeited
(50)
55.23
Share-based awards outstanding as of December 31, 2024
1,583
58.32
The Company recorded $37, $28 and $29 of expenses related to share-based awards during the years ended Decembe
m
r 31,
2024, 2023 and 2022, respectively. As of December 31, 2024, unrecognized compensation expense totaled $46 related to non-
vested stock award payments that are expected to be recognized over a weighted average period of 1.2 years.
The Company is eligible to receive a tax benefit when the vesting date fair value of an award exceeds the value used to
recognize compensation expense at the date of grant. The excess tax benefit resulting from tax deductions in excess of the
compensation cost recognized by the Company was $13, $12 and $11 for the years ended Decembe
m
r 31, 2024, 2023 and 2022,
respectively.
Empl
m oy
l
ee Benefi
e ti Plan
l
s
The Company sponsors a defined contribution plan (401(k) plan) that covers all full-time empl
m oyees. The Company matches
100% of participant contri
t butions up to 2% of their total eligible annual base compensation and matches 50% of contributions
for the next 4% of each participant’s total eligible annual base compensation. Matching contri
t butions by the Company totaled
$16, $11 and $18 for the years ended Decembe
m
r 31, 2024, 2023 and 2022 respectively.
15. Earnings per Share
Basic earnings per share of common stock is computed by dividing net income by the weighted average numbe
m
r of common
stock outstanding during the period. Diluted earnings per share of common stock is computed by dividing net income by the
sum of the weighted average numbe
m
r of shares of common stock and any dilutive securities outstanding during the period. The
Company’s potentially dilutive securities are share-based awards. The Company applies the treasury
r stock method to determine
the dilutive weighted average numbe
m
r of shares of common stock outstanding based on the outstanding share-based awards. As
of Decembe
m
r 31, 2024 and 2023, the Company had 10 million prefer
f red shares authorized at par value of $0.00001 per share,
with zero shares issued and outstanding and aggregate liquidation prefer
f ence of zero dollars.

81
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
The following tabl
a e sets fortht the computation of basic and diluted net income per common share (amounts in millions, except
per share amounts):
Year Ended December 31,
Computation of Earnings Per Share
2024
2023
2022
Net income
$
669
$
500
$
923
Weighted average shares of common stock outstanding (in
thousands):
Basic
64,322
67,070
71,885
Dilutive effe
f ct of stock awards
1,361
1,479
1,933
Diluted
65,683
68,549
73,818
Earnings per common share
Basic
$
10.40
$
7.46
$
12.84
Diluted
$
10.19
$
7.30
$
12.50
16. Income Taxes
The components of income tax expense were as follows:
Year Ended December 31,
Total Income Tax Expense
2024
2023
2022
Current Income Taxes
Federal
$
1
$
3
$
(6)
State
(10)
16
8
Total current income taxes
(9)
19
2
Deferred Income Taxes
Federal
186
110
245
State
55
25
44
Total deferred income taxes
241
135
289
Total income tax expense
$
232
$
154
$
291
The following tabl
a e presents a reconciliation of the income tax provision computed at the U.S. federal statut
t ory
r tax rate to the
actua
t
l effe
f ctive tax rate:
Year Ended December 31,
Reconciliation of the Income Tax Provision
2024
2023
2022
Tax Expense at Federal Statutory
r Rate
$
189
$
137
$
255
Effe
f ct of:f
State taxes, net of federal benefit
36
32
39
Nondeduc
d
tible executive compensation
13
11
8
Share based compensation
(10)
(9)
(9)
Bargain purchase gain(1)
1
(20)
—
Other, net
3
3
(2)
Total income tax expense
$
232
$
154
$
291
(1)
Amount is related to the bargain purchase gain recorded in connection with the Home Point Acquisition. Refer to Note 3, Acquisi
i tions, for further details.

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
82
Temporary differ
f ences and carryforwards that give rise to deferred tax assets and liabi
a lities are comprised of the following:
Deferred Tax Assets and Liabilities
December 31, 2024
December 31, 2023
Deferred Tax Assets
Effe
f ct of:f
Goodwill and intangible assets
$
470
$
585
Loss carry
r
forwards (fed
f
eral, state & capital)
121
85
Loss reserves
84
101
Accrua
r
ls
15
20
Lease liabi
a lity
14
22
Depreciation and amortization, net
10
8
Other, net
18
12
Total deferred tax assets
732
833
Deferred Tax Liabilities
MSR amortization and mark-to-market, net
(428)
(282)
Other investment assets
(53)
(53)
Right-of-use assets
(11)
(18)
Prepaid assets
—
(1)
Total deferred tax liabilities
(492)
(354)
Valuation allowance
(10)
(7)
Deferred tax assets, net(1)
$
230
$
472
(1)
The Company elected to account for the Global Intangible Low-Taxed Income (“GILTI”) tax expense in the period in which it is incurred. As a result, no
deferred tax impa
m
ct of GILTI has been provided in the consolidated financial statements.
The Company has federal NOL carry
r
forwards (pre-tax) of $521 and $354 as of Decembe
m
r 31, 2024 and 2023, respectively. The
Company believes it is more likely than not that its deferred tax assets will be realized except for certain federal Code Section
382 limited NOLs that begin to expire with the 2027 tax year, if unused, and state NOL carryforwards valued at $10 that began
to expire with the 2024 tax year, if unused. Accordingly, the Company has recorded a federal valuation allowance of $7 for botht
years as of December 31, 2024 and 2023 related to these NOL carryforwards. The state valuation allowance was immaterial as
of Decembe
m
r 31, 2024 and 2023. The Company does not expect any future tax loss limitations under Sections 382 and 384 that
would impa
m
ct its utilization of remaining federal or state NOL carryforwards.
The Company files income tax returns in the U.S. federal jurisdiction and numerous U.S. state jurisdictions. As of
Decembe
m
r 31, 2024, the Company is currently under examination by the Internal Revenue Service for tax years 2018, 2019, and
2020. The years open to examination by federal, state and local government authorities vary by jurisdiction.
Below is a reconciliation of the changes in the federal and state uncertain tax position balances, exclusive of interest and
penalties.
Year Ended December 31,
Unrecognized Tax Benefits (exclusive of interest and penalties)
2024
2023
2022
Balance - beginning of year
$
6
$
—
$
—
Increases in tax positions of prior years
2
6
—
Decreases in tax positions as a result of laps
a
es in statut
t e
(1)
—
—
Settlements
(1)
—
—
Balance - end of year
$
6
$
6
$
—
The total amount of uncertain tax positions that, if recognized, would impa
m
ct the effe
f ctive income tax rate were $7, $7 and zero
as of Decembe
m
r 31, 2024, 2023 and 2022, respectively. For the years ended Decembe
m
r 31, 2024, 2023 and 2022, the Company
recorded $1, $1 and zero, respectively, in interest and penalties as a component of income tax expense in the consolidated
statements of operations. The Company recognized $2 and $1 of interest and/ or penalties in “payables and othe
t
r liabi
a lities” in
the consolidated balance sheet as of Decembe
m
r 31, 2024 and 2023, respectively. The Company does not anticipate that any
adju
d stments relating to federal or state tax examinations will result in material changes to the consolidated financial statements.

83
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
17. Fair Value Measurements
Fair value is a market-based measurement, not an entity-specific measurement, and should be determined based on the
assumptions that market participants would use in pricing the asset or liabi
a lity. As a basis for considering market participant
assumptions in fair value measurements, a three-tiered fair value hierarchy has been establ
a ished based on the level of
observa
r
ble inputs used in the measurement of fair value (e.g., Level 1 representing quoted prices for identical assets or
liabilities in an active market; Level 2 representing values using observable inputs other than quoted prices included within
Level 1; and Level 3 representing estimated values based on signific
f ant unobservable input
n
s).
The following describes the methods and assumptions used by the Company in estimating fair values:
Cash and Cash Equivalents, Restricted Cash (Level 1) – The carrying amount reported in the consolidated balance sheets
approximates fair value.
Mortgage Loans Held for Sale (Level 2 and Level 3) – The Company originates mortgage loans in the U.S. that it intends to
sell into Fannie Mae, Freddie Mac, and Ginnie Mae (collectively, the “Agencies”) MBS. Additionally,y the Company holds
mortgage loans that it intends to sell into the secondary
r markets via whole loan sales or securitizations. The Company measures
newly originated prime residential mortgage loans held for sale at fair value.
Newly originated mortgage loans held for sale are typically pooled together and sold into certain exit markets, depending upon
underlying attributes of the loan, such as agency eligibility,y product type, interest rate, and credit quality. Those loans are valued
on a recurring basis using a market approach by utilizing either: (i) the fair value of securities backed by similar mortgage
loans, adju
d sted for certain factors to approximate the fair value of a whole mortgage loan, including the value attributable to
mortgage servicing and credit risk, (ii) current commitments to purchase loans or (iii) recent observable market trades for
similar loans, adju
d sted for credit risk and other individual loan characteristics. As these prices are primarily derived from
market observable input
n
s, the Company classifies these valuations as Level 2 in the fair value disclosures.
The Company may also purchase loans out of a Ginnie Mae securitization pool if that loan meets certain criteria, including
being delinquent greater than 90 days. The Company has elected to carry
r
these loans at fair value on a recurring basis. These
loans are valued on a recurring basis using a market approach similar to newly originated loans as mentioned above, with
adju
d stments for assumptions including fail rate, partial claim rate and modification status
t
. As these prices are primarily derived
from market observable input
n
s, the Company classifies these valuations as Level 2 in the fair value disclosures.
The Company may also repurchase loans that are unabl
a e to be securitized and sold, and fair value is based upon recent market
trades for similar loans adju
d sted for delinquency rates or broker pricing. These loans are valued on a recurring basis and as the
prices used are not primarily derived from market observabl
a e input
n
s, the Company classifies these valuations as Level 3 in the
fair value disclosures.
From time to time, the Company may acquire mortgage loans held for sale from various securitization trus
r
ts for which it acts as
servicer through the exercise of various clean-up
u call options as permitted through the respective pooling and servicing
agreements. The Company has elected to account for these loans at fair value on a recurring basis and classifies these valuations
as Level 3 in the fair value disclosures.
See Note 6, Mortgag
t
e Loans Held for Sale, for more information.
Mortgage Servicing Rights – Fair Value (Level 3) – The Company estimates the fair value of its MSRs on a recurring basis
using a process that combines the use of a discounted cash flow model and analysis of current market data to arrive at an
estimate of fair value. Beginning in the second quarter of 2023, the Company valued MSRs using a stochastic option adju
d sted
spread (OAS) instead of a static discount rate. OAS is the incremental spread added to the risk-fre
f e rate to reflect embe
m
dded
(prepayment) optionality and other risk inherent in the MSRs to discount cash flows. The cash flow assumptions used in the
discounted cash flow model incorporate prepayment speeds, OAS, costs to service, delinquencies, ancillary
r revenues, recapture
rates and other assumptions, with the key assumptions being mortgage prepayment speeds, OAS, and cost to service. The cash
flow assumptions are generated and applied based on collateral stratific
f ations including produc
d
t type, remittance type,
geography,y delinquency and coupon dispersion. These assumptions require the use of judgment by the Company and can have a
significant impa
m
ct on the fair value of the MSRs. Quarterly, management obtains third-party valuations to assess the
reasonableness of the fair value calculations provided by the internal cash flow model. Because of the nature of the valuation
inputs, the Company classifies these valuations as Level 3 in the fair value disclosures. See Note 4, Mortga
t
ge Servicing Righ
i
ts
and Related Liabilities, for more information.
Advances and Other Receivables, Net (Level 3) - Advances and other receivabl
a es, net are valued at their net realizable value
afte
f r taking into consideration the reserves. Advances have no stated maturity. Their net realizable value approximates fair

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
84
value as the net present value based on discounted cash flow is not materially differ
f ent from the net realizable value. See Note
5, Adva
d
nces and Other Receivables, for more information.
Equity Investments (Level 1 and Level 3) – The fair value of the common stock received from the previous sale of the title
and field services businesses is measured quarterly based on the minimum exit value, which was establ
a ished at the time of the
transaction, and observabl
a e market indicators. Because of the nature of the unobservable inputs, the Company classifies these
securities as Level 3 in the fair value disclosures.
The fair value of the common stock received from the previous sale of the valuation business is measured using the closing
price reported on an active market in which the securities are traded. As the fair value is based on market observabl
a e inputs, the
Company classifies these securities as Level 1 in the fair value disclosures.
Derivative Financial Instruments (Level 2 and Level 3) – The Company enters into a variety of derivative financial
instruments as part of its hedging strategy and measures these instruments at fair value on a recurring basis in the consolidated
balance sheets. These derivatives are exchange-traded or traded within highly active dealer markets. In order to determine the
fair value of these instruments, the Company utilizes the exchange price or dealer market price for the particular derivative
contra
t ct; therefor
f
e, these contracts are classified as Level 2. In addition, the Company enters into IRLCs and LPCs with
prospective customers and othe
t
r loan originators. IRLCs and LPCs are carried at fair value primarily based on secondary
market prices for underlying mortgage loans, which is observabl
a e data, with adju
d stments made to such observable data for the
inherent value of servicing, which is an unobservable inpu
n
t. The fair value is also subj
u ect to adju
d stments for the estimated pull-
through rate. The impa
m
ct of the unobservable input to the overall valuation of IRLCs and LPCs is significant and results in a
classification of Level 3 in the fair value hierarchy. The Company adju
d sts the outstanding IRLCs with prospective customers
based on an expectation that it will be exercised, and the loan will be funded. The Company has entered into Treasury futures
and swap futures contracts as part of its hedging strategy. The futures contra
t cts are measured at fair value on a recurring basis
and classified as Level 2 in the fair value disclosures as the valuation is based on market observable data. Derivative financial
instruments are recorded in “other assets” and “payables and othe
t
r liabi
a lities” within the consolidated balance sheets. See Note
11, Derivative Financial Instru
t
mentst , for more information.
Loans Subject to Repurchase from Ginnie Mae (Level 2) – As the Company has the unilateral right to repurchase these loans
at the unpaid principal balance, the carrying amount, which is based on the unpaid principal balance, approximates fair value.
See Note 9, Loans Subje
b ct to Repu
e
rchase from
r
Ginnie Mae, for more information.
Advance Facilities and Warehouse Facilities (Level 2) – As the underlying warehouse and advance finance facilities bear
interest at a rate that is periodically adju
d sted based on a market index, the carrying amount reported on the consolidated balance
sheets approximates fair value. See Note 12, Indebtedne
d
ss, for more information.
Unsecured Senior Notes (Level 2) – The fair value of unsecured senior notes, which are carried at amortized cost, is based on
quoted market prices in a market with limited trading activity. See Note 12, Indebtedne
d
ss, for more information.
Excess Spread Financing (Level 3) – The Company estimates fair value on a recurring basis based on the present value of
future expected discounted cash flows with the discount rate approximating current market value for similar financial
instruments. Beginning in the second quarter of 2023, the Company valued excess spread financing using a stochastic OAS
instead of a static discount rate. The cash flow assumptions used in the model are based on various factors, with the key
assumptions being mortgage prepayment speeds and OAS. Quarterly, management obtains a third-party valuation to assess the
reasonableness of the fair value calculations provided by the internal cash flow model. As these prices are derived from a
combination of internally developed valuation models and quoted market prices based on the value of the underlying MSRs, the
Company classifies these valuations as Level 3 in the fair value disclosures. Excess spread financing is recorded in MSR related
liabilities within the consolidated balance sheets. See Note 4, Mortga
t
ge Servicing Right
i
st and Related Liabilities, for more
information.
Mortgage Servicing Rights Financing Liability (Level 3) - The Company estimates fair value on a recurring basis based on
the present value of future expected discounted cash flows with the discount rate approximating current market value for
similar financial instruments. The cash flow assumptions and prepayment assumptions used in the model are based on various
factors, with the key assumptions being advance financing rates and annual advance recovery rates. As these assumptions are
derived from internally developed valuation models based on the value of the underlying MSRs, the Company classifies these
valuations as Level 3 in the fair value disclosures. Mortgage servicing rights financing liabi
a lity is recorded in MSR related
liabi
a lities within the consolidated balance sheets. See Note 4, Mortga
t
ge Servicing Right
i
st and Related Liabilities, for more
information.

85
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
The following table presents the estimated carrying amount and fair value of the Company’s financial instruments and other
assets and liabi
a lities measured at fair value on a recurring basis:
December 31, 2024
Total Fair Value
Recurring Fair Value Measurements
Fair Value - Recurring Basis
Level 1
Level 2
Level 3
Assets
Mortgage loans held for sale
$
2,211
$
—
$
2,151
$
60
Mortgage servicing rights
11,736
—
—
11,736
Equi
q ty investments
9
1
—
8
Derivative financial instruments:
IRLCs
22
—
—
22
Forward MBS trades
18
—
18
—
LPCs
6
—
—
6
abilities
Derivative financial instruments:
Forward MBS trades
95
—
95
—
Treasury futures
59
—
59
—
LPCs
7
—
—
7
Mortgage servicing rights financing
32
—
—
32
Excess spread financing
386
—
—
386
December 31, 2023
Total Fair Value
Recurring Fair Value Measurements
Fair Value - Recurring Basis
Level 1
Level 2
Level 3
Assets
Mortgage loans held for sale
$
927
$
—
$
846
$
81
Mortgage servicing rights
9,090
—
—
9,090
Equi
q ty investments
9
1
—
8
Derivative financial instruments:
Treasury futures
113
—
113
—
Forward MBS trades
22
—
22
—
IRLCs
21
—
—
21
LPCs
3
—
—
3
abilities
Derivative financial instruments:
Forward MBS trades
9
—
9
—
Mortgage servicing rights financing
29
—
—
29
Excess spread financing
437
—
—
437

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
86
The tabl
a es below set forth the activities for all of the Company’s Level 3 assets and liabi
a lities measured at fair value on a
recurring basis:
Year Ended December 31, 2024
Assets
Liabilities
Fair Value - Level 3 Assets and
Liabilities
Mortgage
servicing rights
Mortgage loans
held for sale
Equity
investments
IRLCs
Excess spread
financing
Mortgage
servicing rights
financing
Balance - beginning of year
$
9,090
$
81
$
8
$
21
$
437
$
29
Changes in fair value included
in earni
r ngs
(273)
5
—
1
15
3
Purchases/additions(1)
3,004
130
—
—
—
—
Issuances
460
—
—
—
—
—
Sales/dispositions(1)
(583)
(153)
—
—
—
—
Repayments
—
(2)
—
—
(2)
—
Settlements
—
—
—
—
(64)
—
Other changes
38
(1)
—
—
—
—
Balance - end of year
$
11,736
$
60
$
8
$
22
$
386
$
32
Year Ended December 31, 2023
Assets
Liabilities
Fair Value - Level 3 Assets and
Liabilities
Mortgage
servicing rights
Mortgage loans
held for sale
Equity
investments
IRLCs
Excess spread
financing
Mortgage
servicing rights
financing
Balance - beginning of year
$
6,654
$
74
$
45
$
22
$
509
$
19
Changes in fair value
included in earnings
(483)
18
(37)
(1)
8
10
Purchases/additions(1)
3,189
180
—
—
—
—
Issuances
273
—
—
—
—
—
Sales/dispositions(2)
(573)
(189)
—
—
—
—
Repayments
—
(6)
—
—
(9)
—
Settlements
—
—
—
—
(71)
—
Other changes
30
4
—
—
—
—
Balance - end of year
$
9,090
$
81
$
8
$
21
$
437
$
29
(1)
Additions for mortgages loans held for sale include loans that are purchased or transfer
f red in.
(2)
Dispositions for mortgage loans held for sales include loans that are sold or transfer
f re
r d out.
As of Decembe
m
r 31, 2024, the Company held $6 and $7 in LPCs assets and LPCs liabi
a lities, respectively. As of Decembe
m
r 31,
2023, the Company had immaterial LPCs assets and liabi
a lities. No transfer
f s were made in or out of Level 3 fair value assets for
the Company during the years ended Decembe
m
r 31, 2024 and 2023.

87
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
The tabl
a es below present the quantitative information for signific
f ant unobservable inpu
n
ts used in the fair value measurement of
Level 3 assets and liabi
a lities:
December 31, 2024
December 31, 2023
Range
Weighted
Ave
ge
Range
Weighted
Average
Level 3 Inputs
Min
Max
M
Average
in
Max
MSR(1)
Option adju
d sted spread(2)
6.9 %
12.2 %
7.6 %
6.9 %
12.3 %
8.0 %
Prepayment speed
6.8 %
9.3 %
7.7 %
6.8 %
9.3 %
7.5 %
Cost to service per loan(3)
$
45
$
114
$
58
$
56
$
160
$
80
Average lifef (4)
7.8 years
7.9 years
Mortgage loans held for sale
Market pricing
45.0 %
97.3 %
80.1 %
45.0 %
103.4 %
81.1 %
IRLCs
Value of servicing (reflected as a
percentage of loan commitment)
— %
3.6 %
1.7 %
1.1 %
3.5 %
1.9 %
Excess spread financing(1)
Option adju
d sted spread(2)
6.9 %
12.3 %
8.7 %
7.0 %
12.3 %
8.8 %
Prepayment speed
7.2 %
7.6 %
7.5 %
7.7 %
9.1 %
8.4 %
Average lifef (4)
6.8 years
6.7 years
Mortgage servicing rights financing
Advance financing and counterparty
fee rates
7.2 %
9.0 %
8.5 %
6.6 %
9.2 %
7.6 %
Annual advance recovery rates
14.9 %
16.8 %
16.0 %
12.2 %
14.8 %
13.0 %
(1)
The inputs are weighted by investor.
(2)
OAS represents incremental spread above a risk-fre
f e rate (one-month SOFR), which is an observable input.
(3)
Presented in whole dollar amounts.
(4)
Average lifef is included for informational purpos
r
es.
The tabl
a es below present a summary of the carrying amount and estimated fair value of the Company’s financial instru
t
ments
not carried at fair value:
December 31, 2024
Carrying
Amount
Fair Value
Financial Instruments
Level 1
Level 2
Level 3
Financial assets
Cash and cash equivalents
$
753
$
753
$
—
$
—
Restricted cash
220
220
—
—
Advances and other receivabl
a es, net
1,345
—
—
1,345
Loans subj
u ect to repurchase from
Ginnie Mae
1,176
—
1,176
—
Financial liabilities
Unsecured senior notes, net
4,891
—
4,862
—
Advance, warehouse and MSR
facilities, net
6,495
—
6,515
—
Liability for loans subj
u ect to repurchase
from Ginnie Mae
1,176
—
1,176
—

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
88
December 31, 2023
Carrying
Amount
Fair Value
Financial Instruments
Level 1
Level 2
Level 3
Financial assets
Cash and cash equivalents
$
571
$
571
$
—
$
—
Restricted cash
169
169
—
—
Advances and other receivabl
a es, net
996
—
—
996
Loans subj
u ect to repurchase from
Ginnie Mae
966
—
966
—
Financial liabilities
Unsecured senior notes, net
3,151
—
3,056
—
Advance, warehouse and MSR
facilities, net
4,302
—
4,318
—
Liability for loans subj
u ect to repurchase
from Ginnie Mae
966
—
966
—
18. Capital Requirements
Fannie Mae, Freddie Mac, Ginnie Mae and certain private labe
a
l mortgage investors require the Company to maintain minimum
net worth (“capital”) requirements, as specified in the respective selling and servicing agreements. In addition, these investors
may require capital ratios in excess of the stated requirements to approve large servicing transfer
f s. To the extent that these
requirements are not met, the Company’s secondary market investors may utilize a range of remedies ranging from sanctions,
suspension or ultimately termination of the Company’s selling and servicing agreements, which would prohibit the Company
from further originating or securitizing these specific types of mortgage loans or being an approved servicer. The Company’s
various capital requirements related to its outstanding selling and servicing agreements are measured based on the Company’s
operating subsidiary,y Nationstar Mortgage LLC, as well as Cypress Loan Servicing LLC. As of Decembe
m
r 31, 2024, the
Company was in compliance with its selling and servicing capital requirements.
19. Commitments and Contingencies
Litig
i
atio
t n and Regu
e
latory
The Company and its subs
u
idiaries are routinely and currently involved in a signific
f ant number of legal proceedings, including,
but not limited to, judicial, arbi
r tration, regulatory and governm
r
ental proceedings related to matters that arise in connection with
the conduc
d
t of the Company’s business. The legal proceedings are at varying stages of adju
d dication, arbi
r tration or investigation
and are generally based on alleged violations of consumer protection, securities, empl
m oyment, contract, tort, common law fraud
and othe
t
r numerous laws, including, without limitation, the Equa
q
l Credit Opportunity Act, Fair Debt Collection Practices Act,
Fair Credit Reporting Act, Gramm-Leach-Bliley Act, Real Estate Settlement Procedur
d
es Act, National Housing Act,
Homeowners Protection Act, Service Member’s Civil Relief Act, Telephone Consumer Protection Act, Trut
r ht in Lending Act,
Financial Institut
t ions Reform, Recovery,y and Enforcement Act of 1989, unfair, deceptive or abusive acts or practices in
violation of the Dodd-Frank Act, the Securities Act of 1933, the Securities Exchange Act of 1934, the Home Mortgage
Disclosure Act, Title 11 of the United States Code (aka the “Bankrup
r
tcy Code”), False Claims Act and the CARES Act.
In addition, along with othe
t
rs in its industry, the Company is subj
u ect to repurchase and indemnific
f ation claims and may
continue to receive claims in the future, regarding alleged breaches of representations and warranties relating to the sale of
mortgage loans, the placement of mortgage loans into securitization trus
r
ts or the servicing of mortgage loans securitizations.
The Company is also subj
u ect to legal actions or proceedings related to loss sharing and indemnific
f ation provisions of its various
acquisitions. Certain of the pending or threatened legal proceedings include claims for subs
u
tantial compensatory,y punitive and/
or statut
t ory damages or claims for an indeterminate amount of damages.
On November 3, 2023, a putative class action lawsuit was filed against the Company, captioned Cabe
a
zas v. Mr. Cooper Group,
u
Inc., No. 23-cv-02453 (“Cabe
a
zas”), in the United States District Court for the Northern District of Texas, by plaintifff Jennifer
f
Cabe
a
zas purpor
r
tedly on behalf of a class consisting of those persons impa
m
cted by the cybe
y
rsecurity incident that occurred on
October 31, 2023. The class action complaint alleged claims for negligence, negligence per se, breach of express contract,
breach of impl
m ied contra
t ct, invasion of privacy, unju
n st enrichment, breach of confid
f ence, and breach of fiduciary duty based
upon allegations that the Company did not empl
m oy reasonable and adequate security measures to protect customer personal
information accessed in the cybersecurity incident. The Cabe
a
zas complaint sought damages, declaratory
r and inju
n nctive relief,f
and an award of costs, attorney fees and expenses, among other relief. Between November 2023 and Februa
r
ry 7, 2024, 26
additional putative class actions were filed against the Company asserting substantially similar claims and allegations as those
asserted in the Cabe
a
zas action. The Cabe
a
zas court consolidated all 26 pending cases with the Cabe
a
zas action, and the 26

89
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
separate matters were administratively closed. By Order dated June 25, 2024, the Cabezas court set July 15, 2024 as the last day
for Plaintiffs
f
to file a Consolidated Amended Complaint. On July 15, 2024, plaintiffs
f
Jose Ignacio Garrigo, Izabela Debowcsyk,
Joshua Watson, Brett Padalecki, Chris Leptiak, Denver Dale, Emily Burke, Mary Crawford, Kay Pollard, Jonathan Josi, Jeff
Price, Mychael Marrone, Katy Ross, Lynette Williams, Karen Lynn Williams, Gary Allen, Larry Siegal, Rohit Burani, Elizabeth
Curry, Justin Snider, Linda Hansen, and Deira Robertson (collectively, “Plaintiffs
f ”) filed a Consolidated Class Action
Complaint on behalf of themselves and an alleged putative nationwide class of “All individuals residing in the United States
whose PII was accessed and/or acquired as a result of the Data Breach announced by Mr. Cooper in or around November
2023,” as well as 15 state subc
u
lasses. Plaintiffs
f
assert seven of the same claims as in the original Cabe
a
zas complaint, (1) Breach
of Express Contract; (2) Breach of Impl
m ied Contract; (3) Negligence; (4) Negligence Per Se; (5) Unju
n st Enrichment; (6)
Invasion of Privacy; (7) Breach of Confid
f ence; as well as a claim for Declaratory and Inju
n nctive Relief, and 19 state law claims.
The Consolidated Class Action Complaint seeks damages, inju
n nctive relief, disgorgement and restitution, and an award of costs,
attorney fees and expenses, among othe
t
r relief.f The Cabe
a
zas court set Septembe
m
r 13, 2024 as the last day for Defendants to
move to dismiss the Consolidated Class Action Complaint. On Septembe
m
r 13, 2024, the Company filed a motion to dismiss the
Consolidated Class Action Complaint. Plaintiffs
f
have opposed the motion, and the Company’s reply in furthe
t
r supp
u
ort of its
motion is due March 27, 2025.
The Company operates within highly regulated industries on a federal, state and local level. In the normal and ordinary course
of its business, the Company is routinely subj
u ect to extensive examinations, investigations, subp
u
oenas, inquiries and reviews by
various federal, state and local governmental, regulatory and enforcement agencies, including the Consumer Financial
Protection Bureau, the Securities and Exchange Commission, the Department of Justice, the Offi
f ce of the Special Inspector
General for the Troubl
u ed Asset Relief Program, the U.S. Department of Housing and Urba
r
n Development, various State
mortgage banking regulators and various State Attorneys General, related to the Company’s residential loan servicing and
origination practices, its financial reporting and othe
t
r aspects of its businesses. Any pending or potential future investigations,
subpo
u
enas, examinations or inquiries may lead to administrative, civil or criminal proceedings or settlements, and possibly
result in remedies including fines, penalties, restitution, or alterations in the Company’s business practices, and additional
expenses and collateral costs. The Company is cooperating fully in these matters. Responding to these matters requires the
Company to devote subs
u
tantial resources, resulting in higher costs and lower net cash flows. Adverse results in any of these
matters could furthe
t
r increase the Company’s operating expenses and reduce its revenues, require it to change business
practices and limit its ability to grow and othe
t
rwise materially and adversely affe
f ct its business, reputation, financial condition
and results of operation.
The Company seeks to resolve all legal proceedings and other matters in the manner management believes is in the best interest
of the Company and contests liabi
a lity, allegations of wrongdoing and, where applicable, the amount of damages or scope of any
penalties or othe
t
r relief sought as appropriate in each pending matter. The Company has entered into agreements with a number
of entities and regulatory agencies that toll applicable limitations periods with respect to their claims.
On at least a quarterly basis, the Company assesses its liabi
a lities and contingencies in connection with outstanding legal and
regulatory and governm
r
ental proceedings utilizing the latest information availabl
a e. Where availabl
a e information indicates that it
is probable a liabi
a lity has been incurred, and the Company can reasonabl
a y estimate the amount of the loss, an accrued liabilityt is
establ
a ished. The actua
t
l costs of resolving these proceedings may be subs
u
tantially higher or lower than the amounts accrued.
As a legal matter develops, the Company, in conjunction with any outside counsel handling the matter, evaluates on an ongoing
basis whethe
t
r such matter presents a loss contingency that is both probabl
a e and estimable. If,f at the time of evaluation, the loss
contingency is not both probable and reasonably estimable, the matter will continue to be monitored for further developments
that would make such loss contingency botht probable and reasonably estimabl
a e. Once the matter is deemed to be botht probable
and reasonably estimabl
a e, the Company will establ
a ish an accrue
r
d liabi
a lity and record a corresponding amount to legal-related
expense. The Company will continue to monitor the matter for further developments that could affe
f ct the amount of the accrued
liability that has been previously establ
a ished. The Company incurred legal-related expense, which includes legal settlements
and the fees paid to external legal service providers, of $39 for both the years ended December 31, 2024 and 2023, respectively,
and was included in “expenses - general and administrative” on the consolidated statements of operations.
For matters for which a loss is probable or reasonably possible in future periods, whether in excess of a related accrue
r
d liabi
a lity
or where there is no accrue
r
d liability,y the Company may be able to estimate a range of possible loss. In determining whether it
is possible to provide an estimate of loss or range of possible loss, the Company reviews and evaluates its material legal matters
on an ongoing basis, in conjunction with any outside counsel handling the matter. Management currently believes the aggregate
range of reasonabl
a y possible loss is $2 to $9 in excess of the accrue
r
d liabi
a lity (if any) related to those matters as of
Decembe
m
r 31, 2024. This estimated range of reasonabl
a y possible loss si based upon currently availabl
a e information and is
subject to signific
f ant judgment, numerous assumptions and known and unknown uncertainties. The matters underlying the
estimated range will change from time to time, and actua
t
l results may vary substantially from the current estimate. Those
matters for which an estimate is not possible are not included within the estimated range. Therefor
f
e, this estimated range of
possible loss represents what management believes to be an estimate of possible loss only for certain matters meeting these
criteria. It does not represent the Company’s maximum loss exposure and the Company cannot provide assurance that its

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
90
litigations reserves will not need to be adju
d sted in the future. Thus, the Company’s exposure and ultimate losses may be higher,
possibly signific
f antly so, than the amounts accrue
r
d or this aggregate amount.
In the Company’s experience, legal proceedings are inherently unpredictable. One or more of the following factors freque
q
ntly
contri
t bute to this inherent unpredictabi
a lity: the proceeding is in its early stages; the damages sought are unspecified,
unsupported or uncertain; it is unclear whether a case brought as a class action will be allowed to proceed on that basis or, if
permitted to proceed as a class action, how the class will be defined; the othe
t
r party is seeking relief othe
t
r than or in addition to
compensatory damages (including, in the case of regulatory and governm
r
ental investigations and inquiries, the possibility of
fines and penalties); the matter presents meaningful
f
legal uncertainties, including novel issues of law; the Company has not
engaged in meaningful
f
settlement discussions; discovery
r has not started or is not complete; there are signific
f ant facts in dispute;
predicting possible outcomes depends on making assumptions about future decisions of courts or governmental or regulatory
bodies or the behavior of other parties; and there are a large number of parties named as defendants (including where it is
uncertain how damages or liabi
a lity,y if any, will be shared among multiple defendants). Generally,y the less progress that has been
made in the proceedings or the broader the range of potential results, the harder it is for the Company to estimate losses or
ranges of losses that is reasonably possible the Company could incur.
Based on current knowledge, and afte
f r consultation with counsel, management believes that the current legal accrue
r
d liabi
a lity
within payabl
a es and accrue
r
d liabilities, is appropriate, and the amount of any incremental liabi
a lity arising from these matters is
not expected to have a material adverse effe
f ct on the consolidated financial condition of the Company, although the outcome of
such proceedings could be material to the Company’s operating results and cash flows for a particular period depending, on
among othe
t
r things, the level of the Company’s revenues or income for such period. However, in the event of signific
f ant
developments on existing cases, it is possible that the ultimate resolution, if unfavorabl
a e, may be material to the Company’s
consolidated financial statements.
Othe
t
r Loss Contin
t
gencies
As part of the Company’s ongoing operations, it acquires servicing rights of mortgage loans that are subject to indemnific
f ation
based on the representations and warranties of the seller. From time to time, the Company will seek recovery under these
representations and warranties for incurred costs. The Company believes all balances sought from sellers recorded in “advances
and othe
t
r receivabl
a es, net” represent valid claims. However, the Company acknow
k
ledges that the claims process can be
prolonged due to the required time to perfect
f
claims at the loan level. Because of the required time to perfect or remediate these
claims, management relies on the suffic
f iency of documentation supp
u
orting the claim, current negotiations with the counterparty
and othe
t
r evidence to evaluate whether a reserve is required for non-recoverabl
a e balances. In the absence of successful
f
negotiations with the seller, all amounts claimed may not be recovered. Balances may be written-offf and charged against
earni
r ngs when management identifie
f s amounts where recoverabi
a lity from the seller is not likely. As of December 31, 2024, the
Company believes all recorded balances for which recovery is sought from the seller are valid claims, and no evidence suggests
additional reserves are warranted.
As a seller of mortgage loans to Agencies and other third parties, the Company may be required to indemnify
f or repurchase
mortgage loans that fail to meet certain customary
r representations and warranties made in conjunction with sales of mortgage
loans. The repurchase reserve liabi
a lity related to such customary representations and warranties was $62 and $79 as of
Decembe
m
r 31, 2024 and 2023, respectively, which are included in “payables and other liabi
a lities” within the consolidated
balance sheets.
Loan and Othe
t
r Commitments
The Company enters into IRLCs with prospective customers whereby the Company commits to lend a certain loan amount
under specific terms and interest rates to the customer. The Company also enters into LPCs with prospective sellers. These loan
commitments are treated as derivatives and are carri
r ed at fair value. See Note 11, Derivative Financial Instru
t
mentst , for more
information.
20. Segment Information
The Company’s segments reflect the internal reporting used to evaluate operating perfor
f
ma
r
nce and are based upon the
Company’s organizational structur
t
e, which focuses primarily on the services offe
f red. The Company’s operations are primarily
conducted through two segments: Servicing and Originations. A brief description of the current business segments is as follows:
Servicing: This segment performs operational activities on behalf of investors or owners of the underlying mortgages and
mortgage servicing rights, including collecting and disbursing customer payments, investor reporting, customer service,
modifying loans where appropriate to help customers stay current, and when necessary performing collections, foreclosures,
and the sale of REO. In 2023, the Company expanded its special servicing and, in 2024, expanded its subs
u
ervicing offe
f rings
with the acqui
q sition and subs
u
equent integration of Rushmore Servicing brand and the mortgage operations from the Flagstar
Transaction.

91
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
Originations: This segment originates residential mortgage loans through its direct-to-consumer channel, which provides
refinance options for its existing customers, and through its correspondent channel, which purchases or originates loans from
mortgage bankers.
Corporate/Ot
/
he
t
r: Corporate/Other includes the results of Xome’s and Roosevelt Management Company’s operations, the
Company’s unallocated overhead expenses (which include the costs of executive management and othe
t
r corporate functions
that are not directly attributable to our operating segments), changes in equi
q ty investments and interest expense on our
unsecured senior notes. In addition, Corporate/Other includes eliminations related to intersegment hedge fair value changes.
Functional expenses are allocated to individual segments based on the actua
t
l cost of services performed, direct resource
utilization, or headcount percentage for shared services. Facility costs are allocated to individual segments based on cost per
headcount for specific facilities utilized. Group insurance costs are allocated to individual segments based on global cost per
headcount. Non-allocated corporate expenses include the administrative costs of executive management and othe
t
r corporate
functions that are not directly attributable to the Company’s operating segments. Revenues generated on inter-segment services
perfor
f
med are valued based on similar services provided to external parties. Eliminations are included in Corporate/Othe
t
r.
The tabl
a es below summarize the result of operations and total assets by segment that are provided to the Chief Operating
Decision Makers (CODMs), which consists of the Chief Executive Offi
f cer, the President and the Chief Financial Offi
f cer. Pretax
income (loss) is a key measurement used by the CODMs to evaluate segment results and is one of the factors considered in
determining capi
a tal allocation among the segments and determined in accordance with the measurement principles used in the
consolidated financial statements.
The following tabl
a es present financial information by segment:
Year Ended December 31, 2024
Financial Information by Segment
Servicing
Originations
Corporate/
Other
Consolidated
Revenues
Service related, net
$
1,625
$
86
$
77
$
1,788
Net gain on mortgage loans held for sale
39
398
—
437
Total revenues
1,664
484
77
2,225
Expenses
Salaries, wages and benefits
339
178
178
695
General and administrative
382
126
116
624
Total expenses
721
304
294
1,319
Interest income
705
84
1
790
Interest expense
(411)
(79)
(286)
(776)
Other income (expense), net
—
—
(19)
(19)
Total other income (expenses), net
294
5
(304)
(5)
Income (loss) before income tax expense (benefit)
f
$
1,237
$
185
$
(521) $
901
Depreciation and amortization for property and equipment and
intangible assets
$
15
$
2
$
27
$
44
tal assets
$
14,900
$
2,338
$
1,701
$
18,939

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
92
Year Ended December 31, 2023
Financial Information by Segment
Servicing
Originations
Corporate/
Other
Consolidated
Revenues
Service related, net
$
1,295
$
61
$
84
$
1,440
Net gain (loss) on mortgage loans held for sale
84
271
(1)
354
Total revenues
1,379
332
83
1,794
Expenses
Salaries, wages and benefits
340
143
151
634
General and administrative
324
89
125
538
Total expenses
664
232
276
1,172
Interest income
491
36
1
528
Interest expense
(324)
(37)
(176)
(537)
Other income, net
—
—
41
41
Total other income (expenses), net
167
(1)
(134)
32
Income (loss) before income tax expense (benefit)
f
$
882
$
99
$
(327) $
654
Depreciation and amortization for property and equipment and
intangible assets
$
12
$
8
$
18
$
38
tal assets
$
11,740
$
782
$
1,674
$
14,196
Year Ended December 31, 2022
Financial Information by Segment
Servicing
Originations
Corporate/
Other
Consolidated
Revenues
Service related, net
$
1,691
$
98
$
76
$
1,865
Net (loss) gain on mortgage loans held for sale
(33)
632
—
599
Total revenues
1,658
730
76
2,464
Expenses
Salaries, wages and benefits
324
329
136
789
General and administrative
235
162
88
485
Total expenses
559
491
224
1,274
Interest income
208
53
—
261
Interest expense
(221)
(43)
(160)
(424)
Other income, net
—
—
187
187
Total other (expenses) income, net
(13)
10
27
24
Income (loss) before income tax expense (benefit)
f
$
1,086
$
249
$
(121) $
1,214
Depreciation and amortization for property and equipment and
intangible assets
$
18
$
16
$
3
$
37
tal assets
$
10,152
$
749
$
1,875
$
12,776
Item 9. Changes in and Disa
i
gr
a
eements with
i
Accountan
t
ts on Accountin
t
g
n and Fina
i
ncial Disc
i
losure
None.
Item 9A. Contro
t
ls and Procedures
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Offi
f cer and Chief Financial Offi
f cer, evaluated the effe
f ctiveness
of our disclosure controls and procedur
d
es pursuant to Rule 13a-15 under the Securities Exchange Act of 1934, as amended
(“Exchange Act”), as of Decembe
m
r 31, 2024.
Based on this evaluation, our Chief Executive Offi
f cer and Chief Financial Offi
f cer concluded that, as of Decembe
m
r 31, 2024, our
disclosure contro
t
ls and procedures are effe
f ctive. Disclosure controls and procedur
d
es are designed at a reasonabl
a e assurance

93
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
level and are effe
f ctive to provide reasonable assurance that information we are required to disclose in reports that we file or
subm
u
it under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s
rules and forms, and that such information is accumulated and communi
m
cated to our management, including our Chief
Executive Offi
f cer and Chief Financial Offi
f cer, as appropriate, to allow timely decisions regarding required disclosure.
Management’s Report on Internal Control over Financial Reporting
Our management is responsible for establ
a ishing and maintaining adequa
q
te internal control over financial reporting as defined by
Rule 13a-15(f)f and Rule 15d-15(f) under the Exchange Act. Our internal contro
t
l over financial reporting is designed to provide
reasonable assurance regarding the reliabi
a lity of financial reporting and the preparation of consolidated financial statements for
external purpos
r
es in accordance with GAAP.P Because of its inherent limitations, internal contro
t
l over financial reporting may
not prevent or detect misstatements. Also, projections of any evaluation of effe
f ctiveness to future periods are subj
u ect to the risk
that controls may become inadequa
q
te becaus
a
e of changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
Our management assessed the effe
f ctiveness of our internal contro
t
l over financial reporting as of December 31, 2024. In making
this assessment, we used the criteria set fortht by the Committee of Sponsoring Organization of the Treadway Commission
(“COSO”) in Internal Control-Integrated 2013 Framework. A control system, no matter how well conceived, impl
m emented and
operated, can provide only reasonable, not absolute, assurance that the objectives of the internal contro
t
l system are
met. Because of such inherent limitations, no evaluation of contro
t
ls can provide absolute assurance that all control issues, if
any, within a company have been detected.
Based on our assessment and those criteria, our management concluded that our internal control over financial reporting was
effe
f ctive as of December 31, 2024.
Our independent registered public accounting firm has audited the effe
f ctiveness of our internal control over financial reporting
as of Decembe
m
r 31, 2024 as stated in their report, dated Februa
r
ry
a
20, 2025, which appears herein.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting that occurred during the fourth quarter ended
Decembe
m
r 31, 2024 that have materially affe
f cted, or are reasonabl
a y likely to materially affe
f ct, the Company’s internal contro
t
l
over financial reporting.
Limitations on Effe
f ctiveness of Controls and Procedures
In designing and evaluating the disclosure contro
t
ls and procedures, management recognizes that any contro
t
ls and procedur
d
es,
no matter how well designed and operated, can provide only reasonable assurance of achieving the desired contro
t
l obje
b ctives.

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
94
Report of Independent Registered Public Accounting Firm
To the Stockholders and the Board of Directors of Mr. Cooper Group
u Inc.
Opinion on Internal Control Over Financial Reporting
We have audited Mr. Cooper Group
u Inc.’s internal contro
t
l over financial reporting as of December 31, 2024, based on criteria
establ
a ished in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission (2013 framework) (the
t
COSO criteria). In our opinion, Mr. Cooper Group Inc. (the
t
Company) maintained, in all
material respects, effe
f ctive internal control over financial reporting as of December 31, 2024, based on the COSO criteria.
We also have audited, in accordance with the standards of the Publ
u ic Company Accounting Oversight Board (United States)
(PCAOB), the consolidated balance sheets of the Company as of Decembe
m
r 31, 2024 and 2023, the related consolidated
statements of operations, stockholders' equi
q ty and cash flows for each of the three years in the period ended Decembe
m
r 31,
2024, and the related notes and our report dated Februa
r
ry 20, 2025 expressed an unqualifie
f d opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effe
f ctive internal contro
t
l over financial reporting and for its
assessment of the effe
f ctiveness of internal control over financial reporting included in the accompanying Management’s Report
on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control
over financial reporting based on our audit. We are a publ
u ic accounting firm registered with the PCAOB and are required to be
independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and
regulations of the Securities and Exchange Commission and the PCAOB.
We conduc
d
ted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perfor
f
m the
audit to obtain reasonable assurance about whether effe
f ctive internal control over financial reporting was maintained in all
material respects.
Our audit included obtaining an understanding of internal contro
t
l over financial reporting, assessing the risk that a material
weakne
k
ss exists, testing and evaluating the design and operating effe
f ctiveness of internal control based on the assessed risk, and
performing such other procedur
d
es as we considered necessary in the circumstances. We believe that our audit provides a
reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliabi
a lity of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures
that (1) pertain to the maintenance of records that, in reasonabl
a e detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and
expenditures of the company are being made only in accordance with authorizations of management and directors of the
company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or
disposition of the company’s assets that could have a material effe
f ct on the financial statements.
Because of its inherent limitations, internal control over financ
a
ial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of effe
f ctiveness to future periods are subject to the risk that controls may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedur
d
es may deteriorate.
/s/ Erns
r
t & Young LLP
Dallas, Texas
Februa
r
ry 20, 2025

95
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
Item 9B. Othe
t
r Info
n
rmatio
t n
Consulting Agreement with Chris Marshall
On January 9, 2025, we announced that (i) Chris Marshall, our former Vice Chairman and President of the Company, joined
Xome to lead its operations in a consulting role and (ii) we intended to negotiate additional terms to the previously disclosed
terms of the consulting agreement attached to the Empl
m oyment and Transition Agreement, dated October 24, 2023, between the
Company and Mr. Marshall that was filed as Exhibit 10.2 to the Company’s Form 10-Q for the quarterly period ended
Septembe
m
r 30, 2023. On Februa
r
ry 19, 2025, we entered into a Consulting Agreement (the “Consulting Agreement”) with Mr.
Marshall for his provision of Services (as defined below).
Pursuant to the Consulting Agreement, Mr. Marshall will provide (i) special consulting services to the Company’s Chief
Executive Offi
f cer and (ii) such other consulting services as reasonabl
a y requested by the Company (collectively, the “Services”).
As consideration for the Services, including any inventions created by Mr. Marshall, the Company shall pay Mr. Marshall a
consulting fee of $62,500 per month plus reimbu
m
rsement for business and travel expenses required to perfor
f
m the Services. Mr.
Marshall shall also be eligible to earn a performance incentive award with a target value of $1,500,000 for the 2025 calendar
year (the “2025 Bonus”) based on Mr. Marshall’s achievement of perfor
f
ma
r
nce goals establ
a ished by the Company’s Chief
Executive Offi
f cer and Mr. Marshall’s continued performance of the Services through December 31, 2025. The actua
t
l amount of
the 2025 Bonus may be more or less than the target amount, as determined by the Company’s Chief Executive Offi
f cer. In the
event Mr. Marshall’s Services are terminated for any reason other than a Termination for Cause (as defined in the Consulting
Agreement) prior to Decembe
m
r 31, 2025, the Company shall pay Mr. Marshall a pro-rata amount of the 2025 Bonus, measured
at target. Payment of any 2025 Bonus earned shall be paid in cash, Company stock or a mixtur
t
e of cash or stock, as determined
by the Company, at the same time as annual bonuses are paid to the Company’s senior executives in 2026. Mr. Marshall shall
also be eligible to receive a special one-time bonus (the “Tra
T nsaction Bonus”), conditioned on (i) the Company’s achievement
of a strategic transaction to be specified by the Company’s Chief Executive Offi
f cer (the “Tra
T nsaction”), (ii) Mr. Marshall’s
continued performance of the Services through the date of the Transaction, and (iii) the Transaction occurring during the
Consulting Period (as defined below). Mr. Marshall’s eligibilityt to receive the Transaction Bonus and the amount of such
Transaction Bonus will be determined by the Company’s Chief Executive Offi
f cer. Any Transaction Bonus shall be paid in cash,
Company stock or a mixture of cash or stock, as determined by the Company within 30 days following the closing of the
Transaction.
The term of the Consulting Agreement is from January 1, 2025 until May 1, 2026 (the “Consulting Period”). Notwithstanding
the foregoing, either Mr. Marshall or the Company may terminate the Consulting Agreement and the Services for convenience
at any time by providing at least thirty (30) days’ written notice to the other. Additionally,y the Company may terminate the
Consulting Agreement immediately for cause (a “Ter
T mination for Cause”) as set fortht in the Consulting Agreement. In addition,
the Consulting Agreement protects the Company’s confid
f ential information and contains robust inventions and intellectua
t
l
property covenants running in favor of the Company.
The foregoing summary
r of the Consulting Agreement is qualifie
f d in its entirety by reference to the text of the Consulting
Agreement, which is being filed as Exhibit 10.81 to this report and is incorporated in this report by reference.
Item 9C. Disc
i
losure Rega
e
rdin
d
g Foreign
g
Jurisd
i
ic
d tions that Prevent Inspections
Not applicable.
PART III.
Item 10. Dire
i
ctor
t
s,
r
Executive Offi
f cersr and Corporatet Governance
Information required by this item will be incorporated by reference from the Company’s definitive proxy statement for the 2025
Annual Meeting of Stockholders, which will be filed with the SEC within 120 days of the Company’s fiscal year-end (the
t
“2025 Proxy Statement”).
Item 11. Executiv
t e Compensation
Information required by this item will be incorporated by reference from the 2025 Proxy Statement.
Item 12. Security
i
Ownership of Certai
t n
i
Benefi
e cial
i
Owners and Manage
a
ment and Related Stoc
t
kholde
l
r Matters.
Information required by this item will be incorporated by reference from the 2025 Proxy Statement.

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
96
Item 13. Certai
t n
i
Relationships and Related Transactio
t ns,s and Dire
i
ctor
t
Indepe
e
nden
d
ce.
Information required by this item will be incorporated by reference from the 2025 Proxy Statement.
Item 14. Principa
i
l Accountan
t
t Fees and Services.
Information required by this item will be incorporated by reference from the 2025 Proxy Statement.
Item 15. Exhibi
i ts
i
and Fina
i
ncial Stat
t em
t
ent Schedules
Documents filed as part of this Annual Report on Form 10-K:
1.
Financial Statements:
Our consolidated financial statements as of Decembe
m
r 31, 2024 and 2023 and for the years ended Decembe
m
r 31, 2024, 2023
and 2022, and the notes thereto, together with the report of the independent registered public accounting firm on those
consolidated financial statements are filed within Item 8 in Part II as part of this Annual Report on Form 10-K.
2.
Financial Statement Schedules:
No financial statement schedules are presented since the required information is not present or not present in amounts
suffic
f ient to require submission of the schedule, or becaus
a
e the information required is included in the consolidated
financial statements and accompa
m
nying notes.
3.
Exhibits:
The exhibits to this report are listed in the index to exhibits below.

97
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
INDEX TO EXHIBITS
Exhibit
Number Description
Incorporated by Reference
Filed or
Furnished
Herewith
Form
File No.
Exhibit
Filing Date
2.1+
Agreement and Plan of Merger, dated as of May
10, 2023, by and among Mr. Cooper Group
u Inc.,
Home Point Capi
a tal Inc. and Heisman Merger Sub,
u
Inc.
8-K
001-14667
2.1
05/11/2023
2.2†
Asset Purchase Agreement, dated as of July 24,
2024, by and among Nationstar Mortgage LLC, as
purchaser and Flagstar Bank N.A., as seller
10-Q
001-14667
2.1
07/26/2024
2.3†
Agreement for the Bulk Purchase and Sale of
Mortgage Servicing Rights, entered into as of July
24, 2024, by and between Nationstar Mortgage
LLC, as purchaser and Flagstar Bank N.A., as
seller
10-Q
001-14667
2.2
07/26/2024
3.1
Amended and Restated Certific
f ate of Incorporation
of the Company, as amended.
8-K
001-14667
3.1
10/10/2018
3.2
Amended and Restated Bylaws of the Company
10-Q
001-14667
3.2
11/09/2018
4.1
Description of Common Stock
X
4.2
Indentur
t
e, dated as of January 16, 2020, among
Nationstar Mortgage Holdings Inc. as Issuer, the
Company as Parent Guarantor, the guarantors
thereto and Wells Fargo Bank, National Association
as Trus
r
tee
10-K
001-14667
4.14
02/28/2020
4.3
First Supplemental Indentur
t
e, dated as of August 1,
2023 to Indentur
t
e dated January 16, 2020, among
Nationstar Mortgage Holdings Inc. as issuer, the
Company, as Parent Guarantor, the guarantors
thereto and Computershare Trus
r
t Company, N.A.
(f/k/a Wells Fargo Bank, National Association), as
trus
r
tee
8-K
001-14667
4.3
08/01/2023
4.4
Indentur
t
e, dated as of August 6, 2020, among
Nationstar Mortgage Holdings Inc. as Issuer, the
Company as Parent Guarantor, the guarantors
thereto and Wells Fargo Bank, National Association
as Trus
r
tee
8-K
001-14667
4.1
08/06/2020
4.5
First Supplemental Indentur
t
e, dated as of August 1,
2023 to Indentur
t
e dated August 6, 2020, among
Nationstar Mortgage Holdings Inc. as issuer, the
Company, as Parent Guarantor, the guarantors
thereto and Computershare Trus
r
t Company, N.A.
(f/k/a Wells Fargo Bank, National Association), as
trus
r
tee
8-K
001-14667
4.4
08/01/2023
4.6
Indenture, dated as of Decembe
m
r 4, 2020, among
Nationstar Mortgage Holdings Inc. as Issuer, the
Company as Parent Guarantor, the guarantors
thereto and Wells Fargo Bank, National Association
as Trus
r
tee
8-K
001-14667
4.1
12/04/2020
4.7
First Supplemental Indentur
t
e, dated as of August 1,
2023 to Indentur
t
e dated December 4, 2020, among
Nationstar Mortgage Holdings Inc. as issuer, the
Company, as Parent Guarantor, the guarantors
thereto and Computershare Trus
r
t Company, N.A.
(f/k/a Wells Fargo Bank, National Association), as
trus
r
tee
8-K
001-14667
4.5
08/01/2023

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
98
Exhibit
Number Description
Incorporated by Reference
Filed or
Furnished
Herewith
Form
File No.
Exhibit
Filing Date
4.8
Indentur
t
e, dated as of January 19, 2021, among
Nationstar Mortgage Holdings Inc. (as successor-
in-interest to Home Point Capi
a tal Inc.), the
guarantors partyt thereto and U.S. Bank Trus
r
t
Company, National Association (as successor-in-
interest to U.S. Bank National Association), as
trus
r
tee
8-K
001-14667
4.1
08/01/2023
4.9
First Supplemental Indentur
t
e, dated August 1, 2023
to Indentur
t
e dated January 19, 2021, among
Nationstar Mortgage Holdings Inc. (as successor-
in-interest to Home Point Capi
a tal Inc.), the
guarantors partyt thereto and U.S. Bank Trus
r
t
Company, National Association (as successor-in-
interest to U.S. Bank National Association), as
trus
r
tee
8-K
001-14667
4.2
08/01/2023
4.10
Indentur
t
e, dated as of November 4, 2021, among
Nationstar Mortgage Holdings Inc. as Issuer, the
Company as Parent Guarantor, the guarantors
thereto and Computershare Trus
r
t Company, N.A. as
Trus
r
tee
8-K
001-14667
4.1
11/04/2021
4.11
First Supplemental Indentur
t
e, dated as of August 1,
2023 to Indentur
t
e dated November 4, 2021, among
Nationstar Mortgage Holdings Inc. as issuer, the
Company, as Parent Guarantor, the guarantors
thereto and Computershare Trus
r
t Company, N.A.
(f/k/a Wells Fargo Bank, National Association), as
trus
r
tee
8-K
001-14667
4.6
08/01/2023
4.12
Indentur
t
e, dated as of Februa
r
ry 1, 2024 among
Nationstar Mortgage Holdings Inc. as Issuer, the
Company as Parent Guarantor, the guarantors
thereto and Computershare Trus
r
t Company, N.A. as
Trus
r
tee
8-K
001-14667
4.1
02/01/2024
4.13
Indentur
t
e, dated as of August 1, 2024, among
Nationstar Mortgage Holdings Inc. as Issuer, the
Company as Parent Guarantor, the guarantors party
thereto and Computershare Trus
r
t Company, N.A.,
as Trus
r
tee
8-K
001-14667
4.1
08/01/2024
10.1
Mortgage Loan Participation Purchase and Sale
Agreement, dated March 25, 2011, between
Barclays Bank PLC and Nationstar Mortgage LLC
10-K
001-35449
10.18
03/15/2013
10.2
Amendment Number One, dated Februa
r
ry 29,
2012, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated March 25, 2011,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-K
001-35449
10.19
03/15/2013
10.3
Amendment Number Two, dated August 28, 2012,
to the Mortgage Loan Participation Purchase and
Sale Agreement, dated March 25, 2011, among
Barclays Bank PLC and Nationstar Mortgage LLC
10-K
001-35449
10.20
03/15/2013
10.4
Amendment Number Three, dated Decembe
m
r 24,
2012, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated March 25, 2012,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-K
001-35449
10.21
03/15/2013

99
Mr. Cooper Group
u Inc. - 2024 Annual Report on Form 10-K
Exhibit
Number Description
Incorporated by Reference
Filed or
Furnished
Herewith
Form
File No.
Exhibit
Filing Date
10.5
Amendment Number Four, dated July 18, 2013, to
the Mortgage Loan Participation Purchase and Sale
Agreement, dated as of March 25, 2011, between
Barclays Bank PLC and Nationstar Mortgage LLC
10-Q
001-35449
10.11
11/14/2013
10.6
Amendment Number Five, dated July 24, 2013, to
the Mortgage Loan Participation Purchase and Sale
Agreement, dated as of March 25, 2011, between
Barclays Bank PLC and Nationstar Mortgage LLC
10-Q
001-35449
10.12
11/14/2013
10.7
Amendment Number Six, dated Septembe
m
r 20,
2013, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of March 25, 2011,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-Q
001-35449
10.13
11/14/2013
10.8
Amendment Number Seven, dated August 21,
2014, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of
March 25, 2011
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-Q
001-35449
10.3
11/07/2014
10.9
Amendment Number Eight, dated October 20,
2014, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of March 25, 2011,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-Q
001-35449
10.4
11/07/2014
10.10
Amendment Number Nine, dated October 19,
2015, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of March 25, 2011,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-K
001-35449
10.28
03/01/2016
10.11
Amendment Number Ten, dated October 17, 2016,
to the Mortgage Loan Participation Purchase and
Sale Agreement, dated as of March 25, 2011,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-K
001-35449
10.17
03/09/2017
10.12
Amendment Number Eleven, dated October 31,
2016, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of March 25, 2011,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-K
001-35449
10.18
03/09/2017
10.13
Amendment Number Twelve, dated October 30,
2017, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of March 25, 2011,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-K
001-35449
10.18
03/02/2018
10.14
Amendment Number Thirteen, dated March 22,
2018, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of March 25, 2011,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-Q
001-35449
10.1
05/10/2018
10.15
Amendment Number Fourteen, dated October 24,
2018, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of March 25, 2011,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-K
001-14667
10.17
03/11/2019

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
100
Exhibit
Number Description
Incorporated by Reference
Filed or
Furnished
Herewith
Form
File No.
Exhibit
Filing Date
10.16
Amendment Number Fifteen, dated November 20,
2018, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of March 25, 2011,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-K
001-14667
10.18
03/11/2019
10.17
Amendment Number Sixteen, dated January
r 28,
2019, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of March 25, 2011,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-Q
001-14667
10.1
05/08/2019
10.18
Amendment Number Seventeen, dated March 29,
2019, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of March 25, 2011,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-Q
001-14667
10.2
05/08/2019
10.19
Amendment Number Eighteen, dated April 3,
2019, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of March 25, 2011,
between Barclays Bank PLC and Nationstar
Mortgage LLC
10-Q
001-14667
10.1
08/02/2019
10.20
Amendment Number Nineteen, dated March 30,
2020, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of March 25, 2011
between Barclays Bank PLC, as Agent and
Nationstar Mortgage LLC, as Seller
10-K
001-14667
10.22
02/23/2021
10.21
Amendment Number Twenty,y dated Septembe
m
r 11,
2020, to the Mortgage Loan Participation Purchase
and Sale Agreement, dated as of March 25, 2011
between Barclays Bank PLC, as Agent and
Nationstar Mortgage LLC, as Seller
10-Q
001-14667
10.2
10/29/2020
10.22
Amendment Number Twenty-One, dated December
18, 2020, to the Mortgage Loan Participation
Purchase and Sale Agreement, dated as of March
25, 2011 between Barclays Bank PLC, as Agent
and Nationstar Mortgage LLC, as Seller
10-K
001-14667
10.24
02/23/2021
10.23
Second Amended and Restated Master Repurchase
Agreement, dated January 29, 2016, between
Barclays Bank PLC, as purchaser and agent, Sutton
Funding LLC, as purchaser, and Nationstar
Mortgage LLC, as seller
10-Q
001-35449
10.1
05/05/2016
10.24
Amendment Number One dated as of June 24,
2016 to the Second Amended and Restated Master
Repurchase Agreement dated January 29, 2016
among Barclays Bank PLC, as purchaser and agent,
Sutton Funding LLC, as a purchaser, and
Nationstar Mortgage LLC, as seller
10-Q
001-35449
10.2
08/09/2016
10.25
Amendment Number Two dated as of October 17,
2016 to the Second Amended and Restated Master
Repurchase Agreement dated January 29, 2016
among Barclays Bank PLC, as purchaser and agent,
Sutton Funding LLC, as a purchaser, and
Nationstar Mortgage LLC, as seller
10-K
001-35449
10.21
03/09/2017

101
Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
Exhibit
Number Description
Incorporated by Reference
Filed or
Furnished
Herewith
Form
File No.
Exhibit
Filing Date
10.26
Amendment Number Three dated as of October 31,
2016 to the Second Amended and Restated Master
Repurchase Agreement dated January 29, 2016
among Barclays Bank PLC, as purchaser and agent,
Sutton Funding LLC, as a purchaser, and
Nationstar Mortgage LLC, as seller
10-K
001-35449
10.22
03/09/2017
10.27
Amendment Number Four dated as of October 30,
2017 to the Second Amended and Restated Master
Repurchase Agreement dated January 29, 2016
among Barclays Bank PLC, as purchaser and agent,
Sutton Funding LLC, as a purchaser, and
Nationstar Mortgage LLC, as seller
10-K
001-35449
10.23
03/02/2018
10.28
Amendment Number Five dated as of March 22,
2018 to the Second Amended and Restated Master
Repurchase Agreement dated January 29, 2016
among Barclays Bank PLC, as purchaser and agent,
and Nationstar Mortgage LLC, as seller
10-Q
001-35449
10.2
05/10/2018
10.29
Amendment Number Six dated as of May 29, 2018
to the Second Amended and Restated Master
Repurchase Agreement dated January 29, 2016
among Barclays Bank PLC, as purchaser and agent
and Nationstar Mortgage LLC, as seller
10-Q
001-35449
10.1
08/03/2018
10.30
Amendment Number Seven dated as of October 24,
2018 to the Second Amended and Restated Master
Repurchase Agreement dated January 29, 2016
among Barclays Bank PLC, as purchaser and agent,
and Nationstar Mortgage LLC, as seller
10-K
001-14667
10.26
03/11/2019
10.31
Amendment Number Eight dated as of November
20, 2018 to the Second Amended and Restated
Master Repurchase Agreement dated January
r 29,
2016 among Barclays Bank PLC, as purchaser and
agent, and Nationstar Mortgage LLC, as seller
10-K
001-14667
10.27
03/11/2019
10.32
Amendment Number Nine dated as of January 28,
2019 to the Second Amended and Restated Master
Repurchase Agreement dated January 29, 2016
among Barclays Bank PLC, as purchaser and agent,
and Nationstar Mortgage LLC, as seller
10-Q
001-14667
10.3
05/08/2019
10.33
Amendment Number Ten dated as of March 29,
2019 to the Second Amended and Restated Master
Repurchase Agreement dated January 29, 2016
among Barclays Bank PLC, as purchaser and agent,
and Nationstar Mortgage LLC, as seller
10-Q
001-14667
10.4
05/08/2019
10.34
Amendment Number Eleven, dated as of April 3,
2019 to the Second Amended and Restated Master
Repurchase Agreement, dated January 29, 2016,
among Barclays Bank PLC, as purchaser and agent,
and Nationstar Mortgage LLC, as seller
10-Q
001-14667
10.2
08/02/2019
10.35
Amendment Number Twelve dated as of October
25, 2019 to the Second Amended and Restated
Master Repurchase Agreement dated January
r 29,
2016 among Barclays Bank PLC, as purchaser and
agent, and Nationstar Mortgage LLC, as seller
10-K
001-14667
10.34
02/28/2020
10.36
Amendment Number Thirteen dated March 30,
2020 to the Second Amended and Restated Master
Repurchase Agreement dated as of January 29,
2016 between Barclays Bank PLC, as agent and
Nationstar Mortgage LLC, as seller
10-Q
001-14667
10.3
04/30/2020

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
102
Exhibit
Number Description
Incorporated by Reference
Filed or
Furnished
Herewith
Form
File No.
Exhibit
Filing Date
10.37
Amendment Number Fourteen dated Septembe
m
r 11,
2020 to the Second Amended and Restated Master
Repurchase Agreement dated as of January 29,
2016 between Barclays Bank PLC, as agent and
Nationstar Mortgage LLC, as seller
10-Q
001-14667
10.1
10/29/2020
10.38
Amendment Number Fifteen dated October 26,
2020 to the Second Amended and Restated Master
Repurchase Agreement dated as of January 29,
2016 between Barclays Bank PLC, as agent and
Nationstar Mortgage LLC, as seller
10-K
001-14667
10.40
02/23/2021
10.39
Amendment Number Sixteen dated December 18,
2020 to the Second Amended and Restated Master
Repurchase Agreement dated as of January 29,
2016 between Barclays Bank PLC, as agent and
Nationstar Mortgage LLC, as seller
10-K
001-14667
10.41
02/23/2021
10.40
Amendment Number Seventeen dated July 9, 2021
to the Second Amended and Restated Master
Repurchase Agreement dated as of January 29,
2016 between Barclays Bank PLC, as agent and
Nationstar Mortgage LLC, as seller
10-Q
001-14667
10.1
10/28/2021
10.41
Amendment Number Eighteen dated Septembe
m
r 30,
2021 to the Second Amended and Restated Master
Repurchase Agreement dated as of January 29,
2016 between Barclays Bank PLC, as agent and
Nationstar Mortgage LLC, as seller
10-Q
001-14667
10.2
10/28/2021
10.42
Amendment Number Nineteen dated June 3, 2022
to the Second Amended and Restated Master
Repurchase Agreement dated as of January 29,
2016 between Barclays Bank PLC, as agent and
Nationstar Mortgage LLC, as seller
10-Q
001-14667
10.7
07/27/2022
10.43
Amendment Number Twenty dated Septembe
m
r 30,
2022 to the Second Amended and Restated Master
Repurchase Agreement dated as of January 29,
2016 between Barclays Bank PLC, as agent and
Nationstar Mortgage LLC, as seller
10-Q
001-14667
10.1
10/26/2022
10.44
Amendment Number Twenty-One dated October 6,
2023 to the Second Amended and Restated Master
Repurchase Agreement dated as of January
r 29,
2016 between Barclays Bank PLC, as agent and
Nationstar Mortgage LLC, as seller
10-K
001-14667
001-
14667
02/28/2024
10.45
Amendment Number Twenty-Two
T
, dated
Septembe
m
r 30, 2024 to the Second Amended and
Restated Master Repurchase Agreement dated as of
January 29, 2016 between Barclays Bank PLC, as
agent and Nationstar Mortgage LLC, as seller
10-Q
001-14667
001-
14667
10/23/2024
10.46
Mortgage Loan Participation Sale Agreement dated
as of August 30, 2016 between JPMorgan Chase
Bank, National Association, as purchaser and
Nationstar Mortgage LLC, as seller, confor
f
med
through Amendment No. 7
10-Q
001-14667
10.1
07/27/2022

103
Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
Exhibit
Number Description
Incorporated by Reference
Filed or
Furnished
Herewith
Form
File No.
Exhibit
Filing Date
10.47
Omnibus Amendment, Consent and
Acknowledgment Agreement, effe
f ctive as of
Februa
r
ry 1, 2019 to Mortgage Loan Participation
Sale Agreement dated as of August 30, 2016 by and
between JPMorgan Chase Bank, National
Association, as Purchaser and Nationstar Mortgage
LLC (successor by merger to Pacific Union
Financial, LLC), as seller
10-Q
001-14667
10.2
07/27/2022
10.48
Amendment Number 8, dated June 6, 2023 to
Mortgage Loan Participation Sale Agreement dated
as of August 30, 2016 between JPMorgan Chase
Bank, National Association, as purchaser and
Nationstar Mortgage LLC, as seller
10-Q
001-14667
10.6
07/26/2023
10.49
Amendment Number 9 dated June 26, 2024 to
Mortgage Loan Participation Sale Agreement dated
as of August 30, 2016 between JPMorgan Chase
Bank, National Association, as purchaser and
Nationstar Mortgage LLC, as seller
10-Q
001-14667
10.1
07/26/2024
10.50
Master Repurchase Agreement dated as of May 17,
2019 among Nationstar Sub
u 1J LLC and Nationstar
REO Sub
u 1J LLC, as seller parties, Nationstar
Mortgage LLC, as guarantor and JPMorgan Chase
Bank, National Association, as buyer, confor
f
me
r
d
through Amendment No. 9
10-Q
001-14667
10.3
07/27/2022
10.51
Amendment No. 10, dated as of June 27, 2023 to
Master Repurchase Agreement dated as of May 17,
2019 among Nationstar Sub
u 1J LLC and Nationstar
REO Sub
u 1J LLC, as seller parties, Nationstar
Mortgage LLC, as guarantor and JPMorgan Chase
Bank, National Association, as buyer
10-Q
001-14667
10.7
07/26/2023
10.52
Loan and Security Agreement dated as of August
20, 2020 among Nationstar Mortgage LLC, as
borrower, Morgan Stanley Bank, N.A., as initial
lender and Morgan Stanley Mortgage Capi
a tal
Holdings LLC, as administrative agent
10-Q
001-14667
10.4
07/27/2022
10.53
Amendment No. 1 dated as of Septembe
m
r 17, 2021
to Loan and Security Agreement dated as of August
20, 2020 among Nationstar Mortgage LLC, as
borrower, Morgan Stanley Bank, N.A., as initial
lender and Morgan Stanley Mortgage Capi
a tal
Holdings LLC, as administrative agent
10-Q
001-14667
10.5
07/27/2022
10.54
Amendment No. 2 dated as of August 3, 2022 to
Loan and Security Agreement dated as of August
20, 2020 among Nationstar Mortgage LLC, as
borrower, Morgan Stanley Bank, N.A., as lender
and Morgan Stanley Mortgage Capi
a tal Holdings
LLC, as administrative agent
10-Q
001-14667
10.2
10/26/2022
10.55
Amendment No. 3 dated as of March 30, 2023 to
Loan and Security Agreement dated as of August
20, 2020 among Nationstar Mortgage LLC, as
borrower, Morgan Stanley Bank, N.A., as initial
lender and Morgan Stanley Mortgage Capi
a tal
Holdings LLC, as administrative agent
10-Q
001-14667
10.6
04/26/2023

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
104
Exhibit
Number Description
Incorporated by Reference
Filed or
Furnished
Herewith
Form
File No.
Exhibit
Filing Date
10.56
Third Amended and Restated Master Repurchase
Agreement, entered into as of August 31, 2020 by
and between Bank of America, N.A., as buyer and
Nationstar Participation Sub
u 1BM LLC, as seller,
and ackno
k
wledged, guaranteed and agreed to by
Nationstar Mortgage LLC, as guarantor or pledgor
10-Q
001-14667
10.6
07/27/2022
10.57
Confor
f
med Amendments through Amendment
Number 3, dated August 12, 2022, to Third
Amended and Restated Master Repurchase
Agreement, entered into as of August 31, 2020 by
and between Bank of America, N.A., as buyer and
Nationstar Participation Sub
u 1BM LLC, as seller,
and ackno
k
wledged, guaranteed and agreed to by
Nationstar Mortgage LLC, as guarantor or pledgor
10-Q
001-14667
10.3
10/26/2022
10.58
Amendment Number 4, dated October 21, 2022, to
Third Amended and Restated Master Repurchase
Agreement, entered into as of August 31, 2020 by
and between Bank of America, N.A., as buyer and
Nationstar Participation Sub
u 1BM LLC, as seller,
and ackno
k
wledged, guaranteed and agreed to by
Nationstar Mortgage LLC, as guarantor or pledgor
10-K
001-14667
10.54
02/16/2023
10.59
Amendment Number 5, dated October 20, 2023, to
Third Amended and Restated Master Repurchase
Agreement, entered into as of August 31, 2020 by
and between Bank of America, N.A., as buyer and
Nationstar Participation Sub
u 1BM LLC, as seller,
and ackno
k
wledged, guaranteed and agreed to by
Nationstar Mortgage LLC, as guarantor or pledgor
10-K
001-14667
10.55
02/28/2024
10.60
Amendment Number 6, dated January 30, 2024, to
Third Amended and Restated Master Repurchase
Agreement, entered into as of August 31, 2020 by
and between Bank of America, N.A., as buyer and
Nationstar Participation Sub
u 1BM LLC, as seller,
and ackno
k
wledged, guaranteed and agreed to by
Nationstar Mortgage LLC, as guarantor or pledgor
10-Q
001-14667
10.1
04/24/2024
10.61
Amendment Number 7, dated October 18, 2024, to
Third Amended and Restated Master Repurchase
Agreement, entered into as of August 31, 2020 by
and between Bank of America, N.A., as buyer and
Nationstar Participation Sub
u 1BM LLC, as seller,
and ackno
k
wledged, guaranteed and agreed to by
Nationstar Mortgage LLC, as guarantor or pledgor
X
10.62
Amended and Restated Loan and Security
Agreement, dated as of April 3, 2023, between
Nationstar Mortgage LLC, as borrower and
Barclays Bank PLC, as lender
10-Q
001-14667
10.1
07/26/2023
10.63
Amendment Number One, dated as of May 11,
2023 to the Amended and Restated Loan and
Security Agreement, dated as of April 3, 2023,
between Nationstar Mortgage LLC, as borrower
and Barclays Bank PLC, as lender
10-Q
001-14667
10.2
07/26/2023
10.64
Amendment Number Two, dated as of June 23,
2023 to the Amended and Restated Loan and
Security Agreement, dated as of April 3, 2023,
between Nationstar Mortgage LLC, as borrower
and Barclays Bank PLC, as lender
10-Q
001-14667
10.3
07/26/2023

105
Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
Exhibit
Number Description
Incorporated by Reference
Filed or
Furnished
Herewith
Form
File No.
Exhibit
Filing Date
10.65
Amendment Number Three, dated October 6, 2023
to Second Amended and Restated Loan and
Security Agreement, dated as of April 3, 2023,
between Nationstar Mortgage LLC, as borrower
and Barclays Bank PLC, as lender
10-K
001-14667
10.59
02/28/2024
10.66
Amendment Number Four, dated March 29, 2024
to Amended and Restated Loan and Security
Agreement, dated as of April 3, 2023, between
Nationstar Mortgage LLC, as borrower and
Barclays Bank PLC, as lender
10-Q
001-14667
10.2
04/24/2024
10.67
Amendment Number Five, dated June 28, 2024 to
Amended and Restated Loan and Security
Agreement, dated as of April 3, 2023, between
Nationstar Mortgage LLC, as borrower and
Barclays Bank PLC, as lender
10-Q
001-14667
10.2
07/26/2024
10.68
Amendment Number Six, dated Septembe
m
r 30,
2024 to Amended and Restated Loan and Security
Agreement, dated as of April 3, 2023, between
Nationstar Mortgage LLC, as borrower and
Barclays Bank PLC, as lender
10-Q
001-14667
10.2
10/23/2024
10.69
Second Amended and Restated Loan and Security
Agreement, dated as of April 3, 2023, between
Nationstar Mortgage LLC, as borrower and
Citibank, N.A. as lender
10-Q
001-14667
10.4
07/26/2023
10.70
Amendment Number One, dated June 23, 2023 to
Second Amended and Restated Loan and Security
Agreement, dated as of April 3, 2023, between
Nationstar Mortgage LLC, as borrower and
Citibank, N.A. as lender
10-Q
001-14667
10.5
07/26/2023
10.71
Amendment Number Two, dated August 11, 2023
to Second Amended and Restated Loan and
Security Agreement, dated as of April 3, 2023,
between Nationstar Mortgage LLC, as borrower
and Citibank, N.A. as lender
10-Q
001-14667
10.1
10/25/2023
10.72
Amendment Number Three, dated April 10, 2024
to Second Amended and Restated Loan and
Security Agreement, dated as of April 3, 2023,
between Nationstar Mortgage LLC, as borrower
and Citibank, N.A. as lender
10-Q
001-14667
10.3
07/26/2024
10.73
Amendment Number Four, dated May 10, 2024 to
Second Amended and Restated Loan and Security
Agreement, dated as of April 3, 2023, between
Nationstar Mortgage LLC, as borrower and
Citibank, N.A. as lender
10-Q
001-14667
10.4
07/26/2024
10.74+
Base Indentur
t
e entered into as of July 31, 2024, by
and among Nationstar GNMA Trus
r
t, a Delaware
statut
t ory trus
r
t, as Issuer, Citibank, N.A., as
Indentur
t
e Trus
r
tee, Calculation Agent, Paying Agent
and Securities Intermediary,y Nationstar Mortgage
LLC, as Administrator and Servicer, Goldman
Sachs Bank USA, as an Administrative Agent, and
acknowledged by Pentalpha Surveillance LLC, as
credit manager
10-Q
001-14667
10.3
10/23/2024
10.75**
Offe
f r Letter and Acceptance, dated January 15,
2020, between the Company and Mike Rawls
10-Q
001-14667
10.3
10/29/2020
10.76**
Offe
f r Letter and Acceptance, dated Februa
r
ry 12,
2021, between the Company and Kurt Johnson
10-K
001-14667
10.57
02/16/2023

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
106
Exhibit
Number Description
Incorporated by Reference
Filed or
Furnished
Herewith
Form
File No.
Exhibit
Filing Date
10.77**
Offe
f r Letter and Acceptance, dated January 9,
2023, by and between the Company and Carlos
Pelayo
10-Q
001-14667
10.2
04/26/2023
10.78**
Empl
m oyment and Transition Agreement, effe
f ctive
as of October 24, 2023, by and between the
Company and Christopher Marshall
10-Q
001-14667
10.2
10/25/2023
10.79**
Empl
m oyment and Retention Agreement, effe
f ctive as
of October 24, 2023, by and between the Company
and Jesse K. Bray
10-Q
001-14667
10.3
10/25/2023
10.80**
Empl
m oyment Agreement, dated Decembe
m
r 7, 2023,
between the Company and Michael Weinbach
8-K
001-14667
10.1
01/09/2024
10.81**
Consulting Agreement, dated as of Februa
r
ry 19,
2025, the Company and Christopher Marshall
X
10.82**
Nationstar Mortgage Holdings Inc. Second
Amended and Restated 2012 Incentive
Compensation Plan
8-K
001-35449
10.1
05/12/2016
10.83**
Amendment to the Nationstar Mortgage Holdings
Inc. Second Amended and Restated 2012 Incentive
Compensation Plan
8-K
001-14667
10.2
08/01/2018
10.84**
Form of Restricted Stock Unit Agreement for
Empl
m oyees under the Amended and Restated 2012
Incentive Compensation Plan
10-Q
001-35449
10.5
05/07/2015
10.85**
Mr. Cooper Group
u Inc. 2019 Omnibus Incentive
Plan
S-8
333-231552
99.1
05/16/2019
10.86**
Form of Grant Notice and Restricted Stock Unit
Award Agreement-Empl
m oyees
8-K
001-14667
10.2
05/17/2019
10.87**
Form of Grant Notice and Restricted Stock Unit
Award Agreement-Non-Empl
m oyee Directors
8-K
001-14667
10.3
05/17/2019
10.88**
Form of 2022 Grant Notice and Restricted Stock
Unit Award Agreement-Empl
m oyee (No Retirement
Provision)
10-Q
001-14667
10.1
04/28/2022
10.89**
Form of 2022 Perfor
f
mance Stock Unit Agreement
– Empl
m oyee (Standard Retirement Provision)
10-Q
001-14667
10.2
04/28/2022
10.90**
Form of 2022 Perfor
f
mance Stock Unit Agreement
– Empl
m oyee (Special Retirement Provision)
10-Q
001-14667
10.3
04/28/2022
10.91**
Form of 2023 Perfor
f
mance Stock Unit Agreement
10-Q
001-14667
10.3
04/26/2023
10.92**
Form of 2024 Perfor
f
mance Stock Unit Agreement
10-K
001-14667
10.59
2/28/2024
10.93**
Form of 2025 Perfor
f
mance Stock Unit Agreement
X
10.94**
Form of Value-Driver Retention and Performance
Award Agreement and Grant Notice (Bray)
10-Q
001-14667
10.4
10/25/2023
10.95**
Form of Indemnific
f ation Agreement with directors
and offi
f cers
8-K
001-14667
10.1
05/13/2015
19
Insider Trading Compliance Program
X
21.1
Subs
u
idiaries of the Registrant
X
23.1
Consent of Erns
r
t & Young LLP
X
31.1
Certific
f ation by Chief Executive Offi
f cer pursuant
to Rules 13a-14(a) and 15d-14(a) under the
Securities Exchange Act of 1934 and Section 302
of the Sarbanes-Oxley Act of 2002
X
31.2
Certific
f ation by Chief Financial Offi
f cer pursuant to
Rules 13a-14(a) and 15d-14(a) under the Securities
Exchange Act of 1934 and Section 302 of the
Sarbanes-Oxley Act of 2002
X
32.1
Certific
f ation by Chief Executive Offi
f cer pursuant
to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
X

107
Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
Exhibit
Number Description
Incorporated by Reference
Filed or
Furnished
Herewith
Form
File No.
Exhibit
Filing Date
32.2
Certific
f ation by Chief Financial Offi
f cer pursuant to
18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002
X
97
Incentive Compensation Clawback Policy (Policy
Relating to Recovery of Erro
r
neously Awarded
Compensation), adopted October 24, 2023
10-K
001-14667
97
2/28/2024
101.INS
Inline XBRL Instance Document - the instance
document does not appear in the Interactive Data
File because its XBRL tags are embe
m
dded within
the Inline XBRL document.
X
101.SCH Inline XBRL Taxonomy Extension Schema
Document
X
101.CAL Inline XBRL Taxonomy Extension Calculation
Linkba
k
se Document
X
101.DEF Inline XBRL Taxonomy Extension Definition
Linkba
k
se Document
X
101.LAB Inline XBRL Taxonomy Extension Labe
a
l Linkba
k
se
Document
X
101.PRE Inline XBRL Taxonomy Extension Presentation
Linkba
k
se Document
X
104
Cover Page Interactive Data File (formatted as
Inline XBRL and contained in Exhibits 101.)
X
+ The schedules and other attachments referenced in this exhibit have been omitted in accordance with Item 601(b)(2) of Regulation S-K. A
copy of any omitted schedule or attachment will be furnished supp
u
lementary
r to the Securities and Exchange Commission upon request.
† Pursuant to Item 601(a)(5) of Regulation S-K, certain schedules and similar attachments have been omitted. Further, pursuant to Item
601(b)(2)(ii) of Regulation S-K, certain identifie
f d information has been excluded from this exhibit because it is both (i) not material and (ii)
would be competitively harmful if publicly disclosed. The registrant hereby agrees to furnish suppl
u
ementally a copy of any omitted schedule
or similar attachment to the SEC upon request.
** Management contract, compensatory plan or arrangement.
The agreements and other documents filed as exhibits to this report are not intended to provide factua
t
l information or othe
t
r
disclosure othe
t
r than the terms of the agreements or other documents themselves, and you should not rely on them for that
purpose. In particular, any representations and warranties made by the Company in these agreements or other documents were
made solely within the specific context of the relevant agreement or document and may not describe the actua
t
l state of affa
f irs at
the date they were made or at any othe
t
r time.
Item 16. Form 10-K
-
Summary
None.

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
108
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly authorized.
Mr. Cooper Group
u Inc.
By: /s/ Jay Bray
Jay Bray
Chief Executive Offi
f cer
Februa
r
ry 20, 2025
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following
persons on behalf of the registra
t nt and in the capacities and on the dates indicated.
/s/ Jay Bray
Februa
r
ry 20, 2025
Jay Bray,y Chief Executive Offi
f cer and Director
(Principal Executive Offi
f cer)
/s/ Kurt Johnson
Februa
r
ry 20, 2025
Kurt Johnson, Executive Vice President and Chief
Financial Offi
f cer (Principal Financial and Accounting
Offi
f cer)
/s/ Roy A. Guthrie
Februa
r
ry 20, 2025
Roy A. Guthrie, Director
/s/ Daniela Jorge
Februa
r
ry 20, 2025
Daniela Jorge, Director
/s/ Shveta Muju
u mdar
Februa
r
ry 20, 2025
Shveta Muju
u mdar, Director
/s/ Tagar C. Olson
Februa
r
ry 20, 2025
Tagar C. Olson, Director
/s/ Steven D. Scheiwe
Februa
r
ry 20, 2025
Steven D. Scheiwe, Director

109
Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
ANNEX A – NON-GAAP MEASURES
We provide certain non-GAAP financial measures that are not in accordance with, or alternatives for, generally accepted
accounting principles in the United States. The Company utilizes non-GAAP financial measures as the measures provide
additional information to assist investors in understanding and assessing our business segments’ ongoing performance
and financial results, as well as assessing our prospects for future performance. This annex includes additional
information regarding these measures.
Adju
d
sted operating financial measures facilitate a meaningful analysis and allow more accurate comparisons of our
ongoing business operations because they exclude items that may not be indicative of or are unrelated to the
Company’s and our business segments’ core operating performance and are better measures for assessing trends in
our underlying businesses. These notable items are consistent with how management views our businesses. Pretax
operating income in the servicing segment eliminates the effects of mark-to-market adju
d
stments which primarily
reflects unrealized gains or losses based on the changes in fair value measurements of MSRs and their related financing
liabilities for which a fair value accounting election was made. These adju
d
stments, which can be highly volatile and
material due to changes in credit markets, are not necessarily reflective of the gains and losses that will ultimately be
realized by the Company. Pretax operating income in the servicing segment also eliminated a $60 million accounting
item and $14 million for intangible amortization in 2024.
Operating return on tangible common equity is a non-GAAP financial measure that is computed by dividing
adju
d
sted net income (operating income) by average tangible common equity (also known as tangible book value).
Tangible common equity equals total stockholders’ equity less goodwill and intangible assets. The annual average is
calculated by taking the quarterly averages of beginning and ending period. Management believes that operating
return on tangible common equity is a useful financial measure because it measures the performance of a business
consistently and enables investors and others to assess the Company’s use of equity.
Tangible book value is a non-GAAP financial measure that is defined as stockholders’ equity less goodwill and
intangible assets. Tangible book value per share is calculated by dividing tangible book value by the number of
common shares outstanding. Management believes tangible book value and tangible book value per share are useful
metrics to investors because they provide a more accurate measure of the realizable value of stockholder returns,
excluding the impact of goodwill and intangible assets.
The following tables reconcile (a) GAAP return on common equity to operating return on tangible common equity
(b) GAAP book value and GAAP book value per share to tangible book value and tangible book value per share,
respectively and (c) GAAP pretax income to pretax operating income in the servicing segment.

Mr. Cooper Group Inc. - 2024 Annual Report on Form 10-K
110
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
mm's
2024
Pretax income
$901
Income tax expense
(232)
Net income
$669
Return on common equity (ROCE)⁽¹⁾
14.7%
Average book value⁽²⁾
$4,546
Pretax income
$901
Other mark-to-market
(76)
Accounting items / other
60
Intangible amortization
14
Pretax operating income
$899
Income tax expense⁽³⁾
(218)
Operating income
$681
Operating return on tangible common equity (ROTCE)
15.6%
Average tangible book value
$4,368
Servicing pretax income
$1,237
Other mark-to-market
(76)
Accounting items / other
9
Intangible amortization
12
Servicing pretax operating income
$1,182
⁽¹⁾ ROCE is computed by dividing earnings by the average of quarterly BV averages
⁽²⁾ Average of quarterly BV averages of $4,344 for 1Q’24, $4,500 for 2Q’24, $4,616 for 3Q’24, and $4,726 for 4Q’24
⁽³⁾ Assumes GAAP tax-rate of 24.2% and does not give credit to cash flow benefits of the DTA
mm's, except per share amounts
December 31, 2023
December 31, 2024
Y/Y
/
Change
Stockholders' equity (BV)
$4,282
$4,813
Goodwill
(141)
(141)
Intangible assets
(28)
(119)
Tangible book value (TBV)
$4,113
$4,553
Ending shares of common stock outstanding (mm's)
64.6
63.6
BV/s
V
hare
$66.29
$75.70
14%
TBV/share
$63.67
$71.61
12%