SEC FORM 4

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

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

1. Name and Address of Reporting Person^*

SPECTOR DAVID

(Last)

(First)

(Middle)

C/O PENNYMAC FINANCIAL SERVICES, INC.

3043 TOWNSGATE ROAD

(Street)

WESTLAKE VILLAGE

91361

(City)

(State)

(Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/11/2021

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)
Common Stock	01/11/2021		S		10,700⁽¹⁾	D	$57.06⁽²⁾	1,113,178⁽³⁾	D
Common Stock	01/11/2021		S		4,300⁽¹⁾	D	$57.73⁽⁴⁾	1,108,878⁽⁵⁾	D
Common Stock	01/12/2021		S		14,100⁽¹⁾	D	$57.58⁽⁶⁾	1,094,778⁽⁷⁾	D
Common Stock	01/12/2021		S		900⁽¹⁾	D	$58.14⁽⁸⁾	1,093,878⁽⁹⁾	D
Common Stock								465,604	I	ST Family Investment Company LLC

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)
Nonstatutory Stock Option (Right to Buy)	$21.03							06/13/2014	06/12/2023	Common Stock	40,735⁽¹⁰⁾		40,735	D
Nonstatutory Stock Option (Right to Buy)	$17.26							02/26/2015	02/25/2024	Common Stock	72,301⁽¹¹⁾		72,301	D
Nonstatutory Stock Option (Right to Buy)	$17.52							03/03/2016	03/02/2025	Common Stock	61,120⁽¹²⁾		61,120	D
Nonstatutory Stock Option (Right to Buy)	$11.28							03/07/2017	03/06/2026	Common Stock	71,161⁽¹³⁾		71,161	D
Nonstatutory Stock Option (Right to Buy)	$18.05							03/06/2018	03/05/2027	Common Stock	69,252⁽¹⁴⁾		69,252	D
Nonstatutory Stock Option (Right to Buy)	$24.4							03/09/2019	03/08/2028	Common Stock	52,935⁽¹⁵⁾		52,935	D
Nonstatutory Stock Option (Right to Buy)	$22.92							03/15/2020	03/14/2029	Common Stock	55,488⁽¹⁶⁾		55,488	D
Nonstatutory Stock Option (Right to Buy)	$59.68							12/14/2020	12/13/2030	Common Stock	140,464⁽¹⁷⁾		140,464	D
Nonstatutory Stock Option (Right to Buy)	$35.03							02/26/2021	02/25/2030	Common Stock	59,466⁽¹⁸⁾		59,466	D

Explanation of Responses:

1. These shares of Common Stock were sold pursuant to a 10b5-1 plan.

2. The price reported is the weighted average price of multiple transactions ranging from $56.53 to $57.53. The reporting person hereby undertakes to provide upon request to the SEC, the Issuer or a security holder of the Issuer the number of Common Stock and the prices at which the transactions were effected.

3. The reported amount consists of 37,926 restricted stock units and 1,075,252 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

4. The price reported is the weighted average price of multiple transactions ranging from $57.54 to $58.15. The reporting person hereby undertakes to provide upon request to the SEC, the Issuer or a security holder of the Issuer the number of Common Stock and the prices at which the transactions were effected.

5. The reported amount consists of 37,926 restricted stock units and 1,070,952 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

6. The price reported is the weighted average price of multiple transactions ranging from $57.01 to $58.00. The reporting person hereby undertakes to provide upon request to the SEC, the Issuer or a security holder of the Issuer the number of Common Stock and the prices at which the transactions were effected.

7. The reported amount consists of 37,926 restricted stock units and 1,056,852 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

8. The price reported is the weighted average price of multiple transactions ranging from $58.03 to $58.35. The reporting person hereby undertakes to provide upon request to the SEC, the Issuer or a security holder of the Issuer the number of Common Stock and the prices at which the transactions were effected.

9. The reported amount consists of 37,926 restricted stock units and 1,055,952 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.

10. This nonstatutory stock option to purchase 40,735 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of June 13, 2014, 2015 and 2016, subject to the Reporting Person's continued service through each date.

11. This nonstatutory stock option to purchase 72,301 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of February 26, 2015, 2016 and 2017, subject to the Reporting Person's continued service through each date.

12. This nonstatutory stock option to purchase 61,120 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 3, 2016, 2017 and 2018, subject to the Reporting Person's continued service through each date.

13. This nonstatutory stock option to purchase 71,161 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 7, 2017, 2018 and 2019, subject to the Reporting Person's committed service through each date.

14. This nonstatutory stock option to purchase 69,252 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 6, 2018, 2019 and 2020, subject to the Reporting Person's committed service through each date.

15. This nonstatutory stock option to purchase 52,935 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 9, 2019, 2020 and 2021, subject to the Reporting Person's committed service through each date.

16. This nonstatutory stock option to purchase 55,488 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of March 15, 2020, 2021 and 2022, subject to the Reporting Person's continued service through each date.

17. This nonstatutory stock option to purchase 140,464 shares of Common Stock of the Issuer is fully vested but subject to certain transfer restrictions that will lapse in one-third increments on each of December 14, 2021, 2022 and 2023, subject to the Reporting Person's continued service through each lapse date.

18. This nonstatutory stock option to purchase 59,466 shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of February 26, 2021, 2022 and 2023, subject to the Reporting Person's continued service through each date.

	/s/ Derek W. Stark, attorney-in-fact for Mr. Spector	01/13/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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