BMI Director Adds 65 Phantom Shares in Routine $16k Compensation Filing

Q: What did BMI Director Todd Adams report in the Form 4?

He acquired 65.32 phantom stock units on 07/01/2025 as part of his Q3-2025 board retainer.

Q: What is the value of the phantom stock units acquired?

The units were valued at $244.95 each, totaling approximately $16,000.

Q: How many phantom stock units does Adams own after the transaction?

He now beneficially owns 15,694.767 phantom units.

Q: Do phantom stock units dilute existing BMI shareholders?

No. Phantom units are cash-settled and do not create new common shares.

Q: Does this Form 4 signal a change in BMI鈥檚 outlook?

The filing is routine compensation and is unlikely to influence the company鈥檚 strategic or financial outlook.

[Form 4] Rocket Companies, Inc. Insider Trading Activity

Filing Impact

(Low)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Badger Meter, Inc. (BMI) 鈥� Form 4 filing: Director Todd A. Adams reported the automatic issuance of 65.32 phantom stock units on 07/01/2025. These units, equal in value to common shares, were credited to his Director Deferred Compensation Plan as payment of the Q3-2025 cash retainer of $16,000, valued at the 06/30/2025 closing price of $244.95 per share. Following the transaction, Adams now holds 15,694.767 phantom units, recorded as direct ownership. Phantom stock is settled in cash once the director leaves the board, so no immediate share issuance or market purchase occurs. The filing reflects routine board compensation rather than an open-market insider buy or sell and is unlikely to materially affect BMI鈥檚 share float or signaling dynamics.

Positive

Director鈥檚 equity-linked compensation grows, marginally strengthening alignment with shareholders without issuing new shares.

Negative

No open-market insider buying; therefore, the filing provides limited insight into management鈥檚 view on valuation.

Insights

TL;DR: Routine phantom-stock grant; aligns incentives, negligible market effect.

The transaction represents a standard quarterly retainer conversion to phantom shares under BMI鈥檚 non-employee director plan. Because phantom units are settled in cash, there is no dilution or insider trading signal. The incremental 65-unit addition is <1% of Adams鈥� existing 15.7k phantom balance and immaterial relative to BMI鈥檚 ~29 million shares outstanding. Governance wise, the grant maintains director鈥搒hareholder alignment without cash outlay by the company beyond the normal fee.

TL;DR: Neutral event; no buy/sell signal, nothing to change positioning.

Investors should view this Form 4 as administrative. There is no open-market purchase indicating bullish conviction, nor a sale suggesting caution. The $16k retainer conversion is a predictable board expense. Liquidity, valuation, and operating fundamentals remain the key drivers for BMI; this filing does not impact earnings, cash flow, or capital structure.

07/02/2025 - 06:00 PM

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Gilbert Daniel B

(Last)

(First)

(Middle)

C/O ROCKET COMPANIES, INC.

1050 WOODWARD AVENUE

(Street)

DETROIT

48226

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Rocket Companies, Inc. [ RKT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2025

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

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

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

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class L-1 common stock	06/30/2025		A		498,416,138⁽¹⁾⁽²⁾⁽³⁾	A	$0	498,416,138	D
Class L-2 common stock	06/30/2025		A		498,416,138⁽¹⁾⁽²⁾⁽³⁾	A	$0	498,416,138	D
Class L-1 common stock	06/30/2025		A		70,107,640⁽¹⁾⁽²⁾⁽³⁾	A	$0	70,107,640	I	See footnote⁽⁴⁾
Class L-2 common stock	06/30/2025		A		70,107,640⁽¹⁾⁽²⁾⁽³⁾	A	$0	70,107,640	I	See footnote⁽⁴⁾
Class D common stock	06/30/2025		D		1,101,822⁽¹⁾⁽²⁾⁽³⁾	D	$0	0	D
Class D common stock	06/30/2025		D		1,846,977,661⁽¹⁾⁽²⁾⁽³⁾	D	$0	0	I	See footnote⁽⁵⁾
Class D common stock	06/30/2025		D		800,000⁽¹⁾⁽²⁾⁽³⁾	D	$0	0	I	See footnote⁽⁶⁾

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-voting common interest units of Rocket LP	⁽⁷⁾	06/30/2025		D			1,101,822⁽¹⁾⁽²⁾⁽³⁾	⁽⁷⁾	⁽⁷⁾	Class B common stock and Class A common stock	1,101,822	⁽¹⁾⁽²⁾⁽³⁾	0	D
Non-voting common interest units of Rocket LP	⁽⁷⁾	06/30/2025		D			1,846,977,661⁽¹⁾⁽²⁾⁽³⁾	⁽⁷⁾	⁽⁷⁾	Class B common stock and Class A common stock	1,846,977,661	⁽¹⁾⁽²⁾⁽³⁾	0	I	See footnote⁽⁵⁾
Non-voting common interest units of Rocket LP	⁽⁷⁾	06/30/2025		D			800,000⁽¹⁾⁽²⁾⁽³⁾	⁽⁷⁾	⁽⁷⁾	Class B common stock and Class A common stock	800,000	⁽¹⁾⁽²⁾⁽³⁾	0	I	See footnote⁽⁶⁾

Explanation of Responses:

1. On June 30, 2025, Rocket Companies, Inc. ("Rocket") completed the collapse of its "Up-C" structure (the "Up-C Collapse") pursuant to the Transaction Agreement, by and among Rocket, Rock Holdings Inc. ("RHI"), Eclipse Sub, Inc., Rocket GP, LLC, Daniel Gilbert and RHI II, LLC. Pursuant to the Transaction Agreement, each RHI shareholder, in consideration for its voting common shares of RHI, par value $0.001 per share (the "RHI Shares"), received for each RHI Share 56.54 newly issued shares of Rocket Class L common stock, par value $0.00001 per share (the "Class L Common Stock"), half of which are designated Class L-1 Common Stock, par value $0.00001 per share ("Class L-1 Common Stock"), and half of which are designated Class L-2 Common Stock, par value $0.00001 per share ("Class L-2 Common Stock"). Additionally, pursuant to the Transaction Agreement, (Cont'd in FN2)

2. (Cont'd from FN1) Daniel Gilbert contributed and transferred to Rocket his shares of Rocket Class D common stock, par value $0.00001 per share ("Class D common stock") and corresponding non-voting common interest units of Rocket Limited Partnership (as successor in interest to Rocket, LLC) ("Rocket LP") and received shares of Class L Common Stock on a one-to-one basis. Subject to certain limited exceptions as provided in Rocket's certificate of incorporation, (i) holders of Class L-1 Common Stock are prohibited from transferring or otherwise disposing of such shares prior to June 30, 2026, and (ii) holders of Class L-2 Common Stock are prohibited from transferring or otherwise disposing of such shares prior to June 30, 2027. Following June 30, 2026, each share of Class L-1 common stock (i) may be converted at any time, at the option of the holder, into one share of Rocket Class A common stock, par value $0.00001 per share ("Class A Common Stock"), (Cont'd in FN3)

3. (Cont'd from FN2) and (ii) will automatically convert into one share of Rocket Class A Common Stock immediately prior to any transfer of such share, except for certain permitted transfers that are described in Rocket's certificate of incorporation. Following June 30, 2027, each share of Class L-2 Common Stock (i) may be converted at any time, at the option of the holder, into one share of Class A Common Stock and (ii) will automatically convert into one share of Rocket Class A Common Stock immediately prior to any transfer of such share, except for certain permitted transfers that are described in Rocket's certificate of incorporation. In addition, upon the later to occur of (A) June 30, 2027 and (B) the date that the outstanding shares of Class L Common Stock no longer represent at least 79% of the total voting power of the issued and outstanding shares of Rocket common stock, all shares of Class L Common Stock will automatically convert to newly issued shares of Class A Common Stock.

4. Directly owned by Daniel Gilbert Trust #1 u/a/d 8/23/16, a revocable trust for the benefit of the Reporting Person.

5. Directly owned by RHI. Prior to the Up-C Collapse, Dan Gilbert was the majority shareholder of RHI and had voting and dispositive control and beneficial ownership with respect to the shares of Rocket's common stock held of record by RHI. Following the Up-C Collapse, RHI no longer holds any securities of the Issuer.

6. Directly owned by a wholly-owned subsidiary of RHI. Prior to the Up-C Collapse, Dan Gilbert was the majority shareholder of RHI and had voting and dispositive control and beneficial ownership with respect to these shares. Following the Up-C Collapse, this entity no longer holds any securities of the Issuer.

7. Pursuant to the terms of the Exchange Agreement, dated as of August 5, 2020, by and among the Issuer, Rocket LP, RHI, Daniel Gilbert and the holders of Holding Units and shares of Class C common stock or Class D common stock from time to time party thereto (the "Exchange Agreement"), Holdings Units, together with a corresponding number of shares of Class D common stock or Class C common stock, could be exchanged for, at the option of the Issuer, (i) shares of Class B common stock or Class A common stock of the Issuer, as applicable, on a one-for-one basis, or (ii) cash from a substantially concurrent public offering or private sale (based on the price of the Class A common stock in such public offering or private sale), subject to customary conversion rate adjustments for stock splits, stock dividends and reclassifications. The Exchange Agreement was terminated as part of the Up-C Collapse.

	/s/ Daniel B. Gilbert	07/02/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source:

FAQ

What did BMI Director Todd Adams report in the Form 4?

He acquired 65.32 phantom stock units on 07/01/2025 as part of his Q3-2025 board retainer.

What is the value of the phantom stock units acquired?

The units were valued at $244.95 each, totaling approximately $16,000.

How many phantom stock units does Adams own after the transaction?

He now beneficially owns 15,694.767 phantom units.

Do phantom stock units dilute existing BMI shareholders?

No. Phantom units are cash-settled and do not create new common shares.

Does this Form 4 signal a change in BMI鈥檚 outlook?

The filing is routine compensation and is unlikely to influence the company鈥檚 strategic or financial outlook.

AG真人官方

[Form 4] Rocket Companies, Inc. Insider Trading Activity

Insights

FAQ

What did BMI Director Todd Adams report in the Form 4?

What is the value of the phantom stock units acquired?

How many phantom stock units does Adams own after the transaction?

Do phantom stock units dilute existing BMI shareholders?

Does this Form 4 signal a change in BMI鈥檚 outlook?

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[Form 4] Rocket Companies, Inc. Insider Trading Activity

Insights

Corporate Governance Expert neutral

Portfolio Manager neutral

FAQ

What did BMI Director Todd Adams report in the Form 4?

What is the value of the phantom stock units acquired?

How many phantom stock units does Adams own after the transaction?

Do phantom stock units dilute existing BMI shareholders?

Does this Form 4 signal a change in BMI鈥檚 outlook?

NYSE:RKT

RKT Rankings

RKT Latest News

RKT Latest SEC Filings

RKT Stock Data