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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Park Ha Biological Technology Co., Ltd.
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
| October 15, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 1-7797 PHH CORPORATION (Exact name of registrant as specified in its charter |
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| October 9, 2018 |
As filed with the Securities and Exchange Commission on October 9, 2018 Registration No. |
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| October 9, 2018 |
As filed with the Securities and Exchange Commission on October 9, 2018 Registration No. |
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| October 9, 2018 |
As filed with the Securities and Exchange Commission on October 9, 2018 Registration No. |
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| October 9, 2018 |
As filed with the Securities and Exchange Commission on October 9, 2018 Registration No. |
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| October 4, 2018 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on October 15, 2018, pursuant to the provisions of Rule 12d2-2 (a). |
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| October 4, 2018 |
Articles of Amendment of PHH Corporation, attached as Schedule A to the Articles of Merger. EXHIBIT 3.1 ARTICLES OF MERGER OF POMS CORP (a Maryland corporation) WITH AND INTO PHH CORPORATION (a Maryland corporation) POMS CORP, a Maryland corporation (the “Merging Corporation”), and PHH CORPORATION, a Maryland corporation (the “Surviving Corporation”), do hereby certify to the State Department of Assessments and Taxation of Maryland (the “SDAT”) as follows: FIRST: The Surviving Corporatio |
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| October 4, 2018 |
Second Amended and Restated By-Laws of PHH Corporation. EXHIBIT 3.2 PHH CORPORATION SECOND AMENDED AND RESTATED BY-LAWS Adopted October 4, 2018 ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The Corporation shall have a principal office in the State of Maryland as set forth in the Corporation’s articles of incorporation, as amended or restated (the “Articles of Incorporation”).The board of directors of the Corporation (the “Board of Directors”) may at |
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| October 4, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 4, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer o |
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| October 1, 2018 |
PHH Corporation Announces Closing Date for Proposed Merger with Ocwen Financial Corporation Exhibit 99.1 PHH Corporation Announces Closing Date for Proposed Merger with Ocwen Financial Corporation Mount Laurel, NJ — October 1, 2018 — PHH Corporation (NYSE: PHH) (“PHH” or the “Company”) announced today that it intends to close its proposed merger with Ocwen Financial Corporation (NYSE: OCN) (“Ocwen”) prior to the market open on Thursday, October 4, 2018. As previously announced on Februar |
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| October 1, 2018 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 1, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer o |
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| September 28, 2018 |
PHH Corporation Provides Update on Proposed Merger with Ocwen Financial Corporation Exhibit 99.1 PHH Corporation Provides Update on Proposed Merger with Ocwen Financial Corporation Mount Laurel, NJ — September 28, 2018 — PHH Corporation (NYSE: PHH) (“PHH” or the “Company”) announced today an update on its proposed merger with Ocwen Financial Corporation (NYSE: OCN) (“Ocwen”). PHH and Ocwen have been working diligently to meet all closing conditions to the merger, including obtain |
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| September 28, 2018 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employe |
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| August 3, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of |
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| August 3, 2018 |
Exhibit 99.1 PHH Corporation Announces Second Quarter 2018 Results Provides Update on Proposed Merger with Ocwen Financial Corporation Highlights: • Net loss attributable to PHH Corporation of $35 million, or $1.07 per basic share. Net loss from continuing operations was $37 million or $1.11 per basic share, which includes $4 million of unfavorable pre-tax notable items. • Ended the second quarter |
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| August 3, 2018 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-7797 PHH CO |
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| July 23, 2018 |
PHH / PHH Corp. / Magnetar Financial LLC - SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* PHH CORPORATION (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 693320202 (CUSIP Number of Class of Securities) Alec N. Litowitz Magnetar Capital LLC 1603 Orrington Ave. Evanston, Illinois 60201 (847) 905-4400 (Name |
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| July 23, 2018 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k), as promulgated under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them a Statement on Schedule 13D (including amendments thereto) with regard to the common stock of PHH Corporation and further agree that this Joint Filing Agreement be included as an Exhib |
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| June 11, 2018 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of |
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| June 1, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of i |
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| June 1, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of i |
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| May 30, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin |
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| May 29, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of i |
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| May 29, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of i |
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| May 14, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of in |
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| May 14, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of in |
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| May 9, 2018 |
PHH / PHH Corp. 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-7797 PHH C |
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| May 9, 2018 |
Exhibit 10.5 SECOND AMENDMENT TO THE PHH CORPORATION EQUITY COMPENSATION PROGRAM FOR NON-EMPLOYEE DIRECTORS (Under the PHH Corporation 2014 Equity and Incentive Plan) THIS SECOND AMENDMENT is made this March 8, 2018, by PHH CORPORATION, a corporation duly organized and existing under the laws of the State of Maryland (the “Primary Sponsor”). INTRODUCTION The Primary Sponsor maintains the PHH Corpo |
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| May 8, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of in |
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| May 8, 2018 |
Exhibit 99.1 PHH Corporation Announces First Quarter 2018 Results Provides Update on Proposed Merger with Ocwen Financial Corporation Highlights: • Net loss attributable to PHH Corporation of $30 million, or $0.92 per basic share. Net loss from continuing operations was $26 million or $0.80 per basic share, which includes $9 million of favorable pre-tax notable items. • Ended the first quarter of |
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| May 8, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 8, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of in |
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| May 8, 2018 |
PHH Corporation press release dated May 8, 2018. * Exhibit 99.1 PHH Corporation Announces First Quarter 2018 Results Provides Update on Proposed Merger with Ocwen Financial Corporation Highlights: • Net loss attributable to PHH Corporation of $30 million, or $0.92 per basic share. Net loss from continuing operations was $26 million or $0.80 per basic share, which includes $9 million of favorable pre-tax notable items. • Ended the first quarter of |
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| May 2, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of |
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| May 2, 2018 |
DEFA14A 1 a18-1265018k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commissio |
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| April 27, 2018 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 23, 2018 |
PHH / PHH Corp. 10-K/A (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K/A Amendment No. 1 to Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission |
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| April 10, 2018 |
PHH / PHH Corp. / PACIFIC INVESTMENT MANAGEMENT CO LLC Passive Investment SC 13G/A 1 phhschedgamd6.htm OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0145 Estimated average burden hours per response. . . . . . . . . . .10.4 SCHEDULE 13G INFORMATION STATEMENT TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b) (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (b) Amendment No. 6 PHH Corporati |
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| April 6, 2018 |
PREM14A 1 a2235126zprem14a.htm PREM14A Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ý Filed by a Party other than the Registrant o Check |
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| March 1, 2018 |
Severance Letter Agreement dated December 14, 2017 to Albert J. Celini from PHH Corporation. Exhibit 10.20.6 November 20, 2017 Albert J. Celini Senior Vice President, Risk & Compliance Dear Albert: As you know, PHH Corporation (the "Company" or "PHH") is in a time of transition and the Board of Directors of PHH Corporation (the "Board") desires to memorialize our mutual understanding of your future employment with the Company. By signing below, you agree to continue your employment with P |
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| March 1, 2018 |
Retention Letter Agreement dated December 20, 2017 by and between PHH Corporation and Stephen Staid. Exhibit 10.27 December 11, 2017 Staid, Stephen Dear Steve, This document outlines the administrative guidelines associated with a Special Retention Incentive Award (“Award”) provided by PHH Mortgage Corporation (“PHH” or “the Company”). The Award is being offered to you by PHH to encourage your continued employment through December 31, 2018 (the “Retention Period”). To accept this Award, a signed |
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| March 1, 2018 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 1-7797 PHH CORPORATIO |
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| March 1, 2018 |
Form of PHH Corporation Management Incentive Plan 2018 Award Notice. Exhibit 10.12.3 FORM OF PHH CORPORATION MANAGEMENT INCENTIVE PLAN 2018 AWARD NOTICE This Award Notice is delivered by PHH Corporation, a Maryland corporation (the “Company”), to (the “Grantee”). Upon and subject to the terms and conditions below and the terms and conditions of the PHH Corporation 2018 Management Incentive Plan (the “MIP”) and the PHH Corporation 2014 Equity and Incentive Plan (as |
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| March 1, 2018 |
Computation of Ratio of Earnings to Fixed Charges. Exhibit 12 PHH CORPORATION AND SUBSIDIARIES COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES ($ in millions, except ratios) Year Ended December 31, 2017 2016 2015 2014 2013 Earnings available to cover fixed charges: (Loss) income from continuing operations before income taxes $ (273 ) $ (304 ) $ (213 ) $ (284 ) $ 140 Adjustments for equity method investments 1 (1 ) — 1 (3 ) Fixed charges 48 81 97 137 192 Total $ (224 ) $ (224 ) $ (116 ) $ (146 ) $ 329 Fixed charges: Interest expense(1) $ 44 $ 75 $ 90 $ 130 $ 185 Estimated interest portion of net rental expense(2) 4 6 7 7 7 Total $ 48 $ 81 $ 97 $ 137 $ 192 Ratio of earnings to fixed charges(3) — — — — 1. |
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| March 1, 2018 |
Subsidiaries of the Registrant. Exhibit 21 SUBSIDIARIES OF REGISTRANT As of December 31, 2017 Name of Subsidiary Jurisdiction of Incorporation or Formation Atrium Insurance Corporation NY Atrium Reinsurance Corporation VT Long Island Mortgage Group, Inc. |
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| March 1, 2018 |
Form of 2017 Attorney Restrictive Agreement. Exhibit 10.8.2 FORM OF ATTORNEY RESTRICTIVE COVENANT AGREEMENT THIS RESTRICTIVE COVENANT AGREEMENT (“Agreement”) is executed as of November , 2017, by and between (“Employee” “Executive” or “Counsel”) and PHH CORPORATION and its subsidiaries, affiliates and related entities (the “Company”). WHEREAS, Employee is an employee of the Company who has substantial value to the business of the Company due |
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| March 1, 2018 |
Exhibit 10.23.2 FORM OF CASH PERFORMANCE INCENTIVE AWARD PURSUANT TO THE PHH CORPORATION 2014 EQUITY AND INCENTIVE PLAN THIS AWARD (including the related Terms and Conditions) is made as of the Grant Date by PHH CORPORATION (the “Company”) to (the “Participant”) subject to acceptance by the Participant. Upon and subject to the provisions of the Plan and the Terms and Conditions attached hereto and |
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| March 1, 2018 |
Exhibit 10.22 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AGREEMENT (the “Agreement”), as amended, to be effective as of January 25, 2018 (the “Effective Date”), between PHH CORPORATION, a Maryland corporation (the “Company”), and MICHAEL BOGANSKY (the “Executive”). Introduction The Company and the Executive entered into an Employment Agreement dated March 30, 2017 (the “Employment Agreement”). |
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| March 1, 2018 |
Severance Letter Agreement dated October 27, 2017 to Kate Williamson from PHH Corporation. Exhibit 10.20.5 October 26, 2017 Kate Williamson SVP, Chief Human Resource Officer Dear Kate: As you know, PHH Corporation (the "Company" or "PHH") is in a time of transition and the Board of Directors of PHH Corporation (the "Board") desires to memorialize our mutual understanding of your future employment with the Company. By signing below, you agree to continue your employment with PHH and rema |
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| March 1, 2018 |
Severance Letter Agreement dated November 13, 2017 to Madeline Flanagan from PHH Corporation. Exhibit 10.20.7 October 26, 2017 Madeline Flanagan SVP, General Counsel PHH Mortgage Corporation Dear Madeline: As you know, PHH Corporation (the "Company" or "PHH") is in a time of transition and the Board of Directors of PHH Corporation (the "Board") desires to memorialize our mutual understanding of your future employment with the Company. By signing below, you agree to continue your employment |
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| March 1, 2018 |
Form of 2017 Restrictive Covenant Agreement. Exhibit 10.8.1 FORM OF RESTRICTIVE COVENANT AGREEMENT THIS RESTRICTIVE COVENANT AGREEMENT (“Agreement”) is executed as of , 2017, by and between (“Employee”) and PHH CORPORATION and its subsidiaries, affiliates and related entities (the “Company”). WHEREAS, Employee is an employee of the Company who has substantial value to the business of the Company due to Employee’s access to the Company’s conf |
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| March 1, 2018 |
Exhibit 10.25.4 SEPARATION AND GENERAL RELEASE AGREEMENT THIS SEPARATION AND GENERAL RELEASE AGREEMENT (“Agreement”) is by and between LEITH W. KAPLAN (“Employee”) and PHH CORPORATION and its subsidiaries, affiliates and related entities, (the “Company”) (Employee and the Company referred to together as the “Parties”). WHEREAS, Employee’s employment with the Company as Senior Vice President, Chief |
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| March 1, 2018 |
Exhibit 10.21 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AGREEMENT (the “Agreement”), as amended, to be effective as of January 25, 2018 (the “Effective Date”), between PHH CORPORATION, a Maryland corporation (the “Company”), and ROB CROWL (the “Executive”). Introduction The Company and the Executive entered into an Employment Agreement dated March 30, 2017 (the “Employment Agreement”). The pa |
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| March 1, 2018 |
Amendment No. 3 to PHH Corporation Tier II Severance Pay Plan (26) Exhibit 10.10.1 AMENDMENT NO. 3 TO THE PHH CORPORATION TIER II SEVERANCE PLAN WHEREAS, PHH Corporation (the “Company”) sponsors and maintains the PHH Corporation Tier II Severance Plan, amended June 5, 2017, (the “Plan”); and WHEREAS, the Human Capital and Compensation Committee of the PHH Corporation Board of Directors desires to amend Section D of the Plan to modify the form of severance pay ben |
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| March 1, 2018 |
Exhibit 10.25.3 SEPARATION AND GENERAL RELEASE AGREEMENT THIS SEPARATION AND GENERAL RELEASE AGREEMENT (“Agreement”) is by and between WILLLIAM BROWN (“Employee”) and PHH CORPORATION and its subsidiaries, affiliates and related entities, (the “Company”) (Employee and the Company referred to together as the “Parties”). WHEREAS, Employee’s employment with the Company as Senior Vice President, Genera |
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| March 1, 2018 |
Form of 2017 Indemnification Agreement for Directors and Officers. Exhibit 10.1.1 FORM OF INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into this day of , 2017, among PHH Corporation, a Maryland corporation (the “Company”), and (“Indemnitee”). WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve as officers and directors of the Company; WHEREA |
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| March 1, 2018 |
Form of 2018 Cash Retention Award Pursuant to the PHH Corporation 2014 Equity And Incentive Plan. Exhibit 10.24 FORM OF CASH RETENTION AWARD PURSUANT TO THE PHH CORPORATION 2014 EQUITY AND INCENTIVE PLAN THIS AWARD (including the related Terms and Conditions) is made as of the Grant Date by PHH CORPORATION (the “Company”) to (the “Participant”) subject to acceptance by the Participant. Upon and subject to the provisions of the Plan and the Terms and Conditions attached hereto and incorporated |
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| March 1, 2018 |
Exhibit 10.11.1 PHH CORPORATION 2018 MANAGEMENT INCENTIVE PLAN (Under the PHH Corporation 2014 Equity and Incentive Plan) I. INTRODUCTION 1.1. Purposes. The purposes of this PHH Corporation 2018 Management Incentive Plan (this “MIP”) are to provide incentives to the officers and other employees of PHH Corporation (the “Company”) and its Affiliates (as defined below) to attain the goals established |
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| February 28, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin |
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| February 27, 2018 |
PHH Corporation Announces Fourth Quarter 2017 Results Exhibit Exhibit 99.1 PHH Corporation Announces Fourth Quarter 2017 Results Highlights: ? Net loss attributable to PHH Corporation of $49 million or $1.49 per basic share, which includes a $30 million unfavorable impact from federal tax reform, $18 million of pre-tax operating losses related to PLS and $13 million pre-tax expenses related to Exit and disposal costs that were partially offset by $16 |
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| February 27, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS |
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| February 27, 2018 |
Exhibit 99.1 PHH Corporation Enters Into Definitive Agreement to be Acquired by Ocwen Financial Corporation in an All Cash Transaction Mount Laurel, NJ ? February 27, 2018 ? PHH Corporation (NYSE: PHH) (?PHH? or the ?Company?) today announced that it has entered into a definitive agreement in which Ocwen Financial Corporation (NYSE: OCN) (?Ocwen?) will acquire all of the Company?s outstanding shar |
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| February 27, 2018 |
Fourth Amendment to ByLaws of PHH Corporation dated February 27, 2018. Exhibit 3.1 Fourth Amendment to the Amended and Restated By-Laws of PHH Corporation Effective as of February 27, 2018 The Amended and Restated By-Laws of PHH Corporation are hereby amended by inserting a new Section 8.10 in Article VIII thereof: Section 8.10. Forum for Adjudication of Certain Disputes. Unless the Corporation consents in writing to the selection of an alternative forum, and to the |
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| February 27, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer |
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| February 27, 2018 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among OCWEN FINANCIAL CORPORATION, POMS CORP and PHH CORPORATION Dated as of February 27, 2018 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Other Capitalized Terms 12 Section 1.3 Other Definitions 14 Section 1.4 Absence of Presumption 15 Section 1.5 Headings 15 ARTICLE II THE MERGER Section 2.1 |
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| February 27, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 27, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer |
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| February 27, 2018 |
PHH Corporation press release dated February 27, 2018.** Exhibit 99.1 PHH Corporation Enters Into Definitive Agreement to be Acquired by Ocwen Financial Corporation in an All Cash Transaction Mount Laurel, NJ ? February 27, 2018 ? PHH Corporation (NYSE: PHH) (?PHH? or the ?Company?) today announced that it has entered into a definitive agreement in which Ocwen Financial Corporation (NYSE: OCN) (?Ocwen?) will acquire all of the Company?s outstanding shar |
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| February 27, 2018 |
Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among OCWEN FINANCIAL CORPORATION, POMS CORP and PHH CORPORATION Dated as of February 27, 2018 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS Section 1.1 Definitions 1 Section 1.2 Other Capitalized Terms 12 Section 1.3 Other Definitions 14 Section 1.4 Absence of Presumption 15 Section 1.5 Headings 15 ARTICLE II THE MERGER Section 2.1 |
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| February 27, 2018 |
Fourth Amendment to ByLaws of PHH Corporation. Exhibit 3.1 Fourth Amendment to the Amended and Restated By-Laws of PHH Corporation Effective as of February 27, 2018 The Amended and Restated By-Laws of PHH Corporation are hereby amended by inserting a new Section 8.10 in Article VIII thereof: Section 8.10. Forum for Adjudication of Certain Disputes. Unless the Corporation consents in writing to the selection of an alternative forum, and to the |
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| February 15, 2018 |
PHH / PHH Corp. / PACIFIC INVESTMENT MANAGEMENT CO LLC - SC 13G Passive Investment OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0145 Estimated average burden hours per response. . . . . . . . . . .10.4 SCHEDULE 13G INFORMATION STATEMENT TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b) (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (b) Amendment No. 5 PHH Corporation (Name of Issuer) Common St |
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| February 14, 2018 |
PHH / PHH Corp. / GLENVIEW CAPITAL MANAGEMENT, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* PHH CORPORATION (Name of Issuer) Common stock, par value $0.01 per share (Title of Class of Securities) 693320202 (CUSIP Number) December 31, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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| February 14, 2018 |
PHH / PHH Corp. / Silver Point Capital L.P. - PHH CORPORATION 13G/A (Passive Investment) SC 13G/A 1 phhcorp13ga02142018.htm PHH CORPORATION 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to Rules 13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2(b) (Amendment No. 2)* PHH CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 6933202 |
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| February 14, 2018 |
PHH / PHH Corp. / Point72 Asset Management, L.P. - SCHEDULE 13G/A, AMENDMENT #1 Passive Investment 240.13d-102 Schedule 13G - Information to be included in statements filed pursuant to 240.13d-1(b), (c), and (d) and amendments thereto filed pursuant to 240.13d-2. Securities and Exchange Commission, Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* (Name of Issuer) PHH Corporation (Title of Class of Securities) Common Stock, Par Value $0.01 Per Shar |
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| February 14, 2018 |
Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, and that all subsequent amendments to this statement on Schedule 13G may be filed on behalf of each of the undersigned without the necessi |
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| February 9, 2018 |
PHH / PHH Corp. / VANGUARD GROUP INC Passive Investment SC 13G/A 1 phhcorp.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5 )* Name of issuer: PHH Corp Title of Class of Securities: Common Stock CUSIP Number: 693320202 Date of Event Which Requires Filing of this Statement: December 31, 2017 Check the appropriate box to designate the rule pursuant to which this Schedul |
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| February 9, 2018 |
PHH / PHH Corp. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 10)* PHH CORP (Name of Issuer) Common Stock (Title of Class of Securities) 693320202 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is f |
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| January 30, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 25, 2018 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer |
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| January 10, 2018 |
LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby makes, constitutes and appoints Madeline Flanagan, Ryan Melcher and Christine L. |
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| January 10, 2018 |
EX-24 2 attachment1.htm EX-24 DOCUMENT LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby makes, constitutes and appoints Ryan Melcher and Christine L. Vigliotti as the undersigned's true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to: (1) prepare, execute, acknow |
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| January 3, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 31, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer |
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| January 3, 2018 |
Exhibit 99.1 PHH Corporation Comments on Settlement with Multi-State Mortgage Committee and State Attorneys General Mount Laurel, NJ ? January 3, 2018 ? PHH Corporation (NYSE: PHH) (?PHH? or the ?Company?) today issued the following statement in conjunction with the settlement agreement and consent orders its wholly owned subsidiary, PHH Mortgage Corporation, has entered into with the Multi-State |
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| December 22, 2017 |
LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby makes, constitutes and appoints Madeline Flanagan, Ryan Melcher and Christine Vigliotti as the undersigned's true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to: (1) prepare, execute, acknowledge, deliver and file an application for Edgar filing codes on Form ID with the U. |
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| December 19, 2017 |
PHH Corporation Completes Sale of Certain Assets of PHH Home Loans Joint Venture Exhibit Exhibit 99.1 PHH Corporation Completes Sale of Certain Assets of PHH Home Loans Joint Venture Mount Laurel, NJ - December 18, 2017 - PHH Corporation (NYSE: PHH) ("PHH" or the "Company") today announced that it has completed the previously announced sale of certain assets of PHH Home Loans, LLC (?PHH Home Loans?) to Guaranteed Rate Affinity, LLC (?GRA?), a new joint venture established by G |
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| December 19, 2017 |
PHH / PHH Corp. 8-K (Current Report) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 18, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS |
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| December 19, 2017 |
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Exhibit Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Overview On December 18, 2017, we completed the disposition of assets related to the operations of a significant subsidiary when we closed the fifth and final sale of certain assets of PHH Home Loans, LLC (“PHH Home Loans”) to Guaranteed Rate Affinity, LLC ("GRA"). The asset sales with GRA were completed in a seri |
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| November 20, 2017 |
8-K 1 a17-2734218k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 20, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission |
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| November 13, 2017 |
PHH / PHH Corp. / PACIFIC INVESTMENT MANAGEMENT CO LLC Passive Investment OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0145 Estimated average burden hours per response. . . . . . . . . . .10.4 SCHEDULE 13G INFORMATION STATEMENT TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1 (b) (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2 (b) (Amendment No. 4) PHH Corporation (Name of Issuer) Common |
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| November 8, 2017 |
Form of First Amendment to the PHH Management Incentive Plan 2017 Award Notice. EXHIBIT 10.2 FIRST AMENDMENT TO THE PHH CORPORATION MANAGEMENT INCENTIVE PLAN 2017 AWARD NOTICE THIS FIRST AMENDMENT to the PHH Management Incentive Plan 2017 Award Notice (the ?Award Notice?) awarded to (the ?Participant?) under the PHH Corporation 2015 Management Incentive Plan (as amended from time to time, the ?MIP?) and the PHH Corporation 2014 Equity and Incentive Plan (as amended from time |
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| November 8, 2017 |
EX-10.1 2 phhex10120170930.htm EXHIBIT 10.1 EXHIBIT 10.1 FIRST AMENDMENT TO THE PHH CORPORATION CASH PERFORMANCE INCENTIVE AWARD THIS FIRST AMENDMENT to the Cash Performance Incentive Award (the “Award Agreement”) awarded to (the “Participant”) under the PHH Corporation 2014 Equity and Incentive Plan (as amended from time to time, the “2014 EIP”), is made this 27th day of July, 2017. Capitalized t |
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| November 8, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-7797 P |
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| November 7, 2017 |
PHH Corporation Announces Third Quarter 2017 Results Exhibit Exhibit 99.1 PHH Corporation Announces Third Quarter 2017 Results Performance Highlights: • Net loss attributable to PHH Corporation of $55 million , or $1.14 per basic share, which includes $39 million of pre-tax expenses related to notable items and $8 million of pre-tax expenses related to Exit and disposal costs. • Our Board of Directors has provided a new authorization for up to $100 |
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| November 7, 2017 |
PHH / PHH Corp. 8-K (Current Report) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS |
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| October 27, 2017 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer o |
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| October 24, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 23, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer |
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| September 28, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 25, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employe |
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| September 15, 2017 |
PHH CORPORATION ANNOUNCES FINAL RESULTS OF TENDER OFFER Exhibit (a)(5)(vii) PHH CORPORATION ANNOUNCES FINAL RESULTS OF TENDER OFFER Mount Laurel, NJ September 15, 2017 PHH Corporation (PHH or the Company) (NYSE: PHH) announced today the final results of its modified Dutch auction tender offer, which expired at 12:01 a. |
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| September 15, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3) PHH CORPORATION (Name of Subject Company (Issuer) and Filing Person (as Offeror)) Common Stock, Par Value $0.01 Per Share (Title of Class of Securities) 693320202 (CUSIP Number of Class of Securities) |
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| September 11, 2017 |
PHH CORPORATION ANNOUNCES PRELIMINARY RESULTS OF TENDER OFFER Exhibit (a)(5)(vi) PHH CORPORATION ANNOUNCES PRELIMINARY RESULTS OF TENDER OFFER Mount Laurel, NJ September 11, 2017 PHH Corporation (PHH or the Company) (NYSE: PHH) announced today the preliminary results of its modified Dutch auction tender offer, which expired at 12:01 a. |
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| September 11, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2) PHH CORPORATION (Name of Subject Company (Issuer) and Filing Person (as Offeror)) Common Stock, Par Value $0.01 Per Share (Title of Class of Securities) 693320202 (CUSIP Number of Class of Securities) |
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| September 11, 2017 |
PHH / PHH Corp. / EJF Capital LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) PHH Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 693320202 (CUSIP Number) David Bell EJF Capital LLC 2107 Wilson Boulevard Suite 410 Arlington, VA 22201 (703) 997-5716 With a copy to: Jonathan Adler F |
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| August 25, 2017 |
Exhibit (a)(5)(v) PHH CORPORATION ANNOUNCES EXTENSION OF OFFER PERIOD TO PURCHASE UP TO $266 MILLION OF ITS COMMON STOCK Mount Laurel, NJ August 25, 2017 PHH Corporation (PHH or the Company) (NYSE: PHH) announced today the extension of the offer period for its previously announced self-tender offer to purchase shares of its common stock for an aggregate amount of up to $266 million in cash through a modified Dutch auction. |
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| August 25, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) PHH CORPORATION (Name of Subject Company (Issuer) and Filing Person (as Offeror)) Common Stock, Par Value $0.01 Per Share (Title of Class of Securities) 693320202 (CUSIP Number of Class of Securities) |
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| August 25, 2017 |
Exhibit (a)(1)(viii) Supplement Dated August 25, 2017 to Offer to Purchase dated August 11, 2017 By PHH CORPORATION Shares of its Common Stock for an Aggregate Purchase Price of Up to $266 Million in Cash At a Purchase Price Not Greater than $14. |
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| August 25, 2017 |
DLA Piper LLP (US) 6225 Smith Avenue Baltimore, Maryland 21209-3600 T 410.580.3000 F 410.580.3001 W www.dlapiper.com PENNY J. MINNA [email protected] T 410.580.4228 F 410.580.3228 August 25, 2017 U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-1090 Attention: Nicholas P. Panos Senior Special Counsel Office of Mergers and Acqu |
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| August 23, 2017 |
Entry into a Material Definitive Agreement 8-K 1 a17-2087818k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 22, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission F |
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| August 11, 2017 |
Exhibit 99.1 PHH CORPORATION ANNOUNCES COMMENCEMENT OF TENDER OFFER TO PURCHASE UP TO $266 MILLION OF ITS COMMON STOCK Mount Laurel, NJ ? August 11, 2017 ? PHH Corporation (?PHH? or the ?Company?) (NYSE: PHH) announced today the commencement of a modified ?Dutch auction? self-tender offer to purchase shares of its common stock for an aggregate amount of up to $266 million in cash. Pursuant to the |
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| August 11, 2017 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) August 11, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) Maryland 1-7797 52-0551284 (State or other jurisdiction of incorporation) (Commission File Number |
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| August 11, 2017 |
QuickLinks - Click here to rapidly navigate through this document Exhibit (a)(1)(vi) Offer to Purchase by PHH Corporation for an Aggregate Purchase Price of up to $266 Million of Shares of its Common Stock THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P. |
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| August 11, 2017 |
EX-99.(A)(5)(IV) 9 a2232984zex-99a5iv.htm EX-99.(A)(5)(IV) Exhibit (a)(5)(iv) PHH CORPORATION ANNOUNCES COMMENCEMENT OF TENDER OFFER TO PURCHASE UP TO $266 MILLION OF ITS COMMON STOCK Mount Laurel, NJ — August 11, 2017 — PHH Corporation (“PHH” or the “Company”) (NYSE: PHH) announced today the commencement of a modified “Dutch auction” self-tender offer to purchase shares of its common stock for an |
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| August 11, 2017 |
QuickLinks - Click here to rapidly navigate through this document Exhibit (a)(1)(ii) Letter of Transmittal to Tender of Shares of Common Stock of PHH CORPORATION for an Aggregate Purchase Price of Up to $266 Million in Cash at a Purchase Price Not Greater than $14. |
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| August 11, 2017 |
Exhibit 99(a)(1)(iv) NOTICE OF WITHDRAWAL PHH CORPORATION OFFER TO PURCHASE FOR AN AGGREGATE PURCHASE PRICE OF UP TO $266 MILLION OF SHARES OF ITS COMMON STOCK Pursuant to the Offer to Purchase Dated August 11, 2017 THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P. |
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| August 11, 2017 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents Exhibit (a)(1)(i) Offer to Purchase By PHH CORPORATION Shares of its Common Stock for an Aggregate Purchase Price of Up to $266 Million in Cash At a Purchase Price Not Greater than $14. |
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| August 11, 2017 |
Exhibit (a)(1)(vii) This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). |
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| August 11, 2017 |
QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 11, 2017 |
EX-99.(A)(1)(V) 6 a2232984zex-99a1v.htm EX-99.(A)(1)(V) Exhibit (a)(1)(v) Offer to Purchase by PHH Corporation for an Aggregate Purchase Price of up to $266 Million of Shares of its Common Stock THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P.M., NEW YORK CITY TIME, ON SEPTEMBER 8, 2017, UNLESS THE OFFER IS EXTENDED OR WITHDRAWN (SUCH DATE, AS IT MAY BE EXTENDED, THE "EXPI |
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| August 11, 2017 |
QuickLinks - Click here to rapidly navigate through this document Exhibit (a)(1)(iii) NOTICE OF GUARANTEED DELIVERY (Not to be used for Signature Guarantee) for Tender of Shares of Common Stock of PHH Corporation Pursuant to the Offer to Purchase, Dated August 11, 2017 THE OFFER, PRORATION PERIOD AND WITHDRAWAL RIGHTS WILL EXPIRE AT 11:59 P. |
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| August 9, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO TENDER OFFER STATEMENT UNDER SECTION 14(d)(1) OR 13(e)(1) OF THE SECURITIES EXCHANGE ACT OF 1934 PHH CORPORATION (Name of Subject Company (Issuer) and Filing Person (as Offeror)) Common Stock, Par Value $0.01 Per Share (Title of Class of Securities) 693320202 (CUSIP Number of Class of Securities) William F. Brown, |
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| August 9, 2017 |
EX-10.5 2 phhex10520170630.htm EXHIBIT 10.5 Exhibit 10.5 SEPARATION AND GENERAL RELEASE AGREEMENT THIS SEPARATION AND GENERAL RELEASE AGREEMENT (“Agreement”) is by and between GLEN MESSINA (“Employee”) and PHH CORPORATION and its subsidiaries, affiliates and related entities, (the “Company”) (Employee and the Company referred to together as the “Parties”). WHEREAS, Employee’s employment with the C |
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| August 9, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-7797 PHH CO |
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| August 9, 2017 |
Exhibit 10.6 SEPARATION AND GENERAL RELEASE AGREEMENT THIS SEPARATION AND GENERAL RELEASE AGREEMENT (?Agreement?) is by and between KATHRYN RUGGIERI (?Employee?) and PHH CORPORATION and its subsidiaries, affiliates and related entities, (the ?Company?) (Employee and the Company referred to together as the ?Parties?). WHEREAS, Employee?s employment with the Company as Chief Human Resources Officer, |
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| August 8, 2017 |
PHH 8-K (Current Report/Significant Event) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Em |
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| August 8, 2017 |
PHH Corporation Announces Second Quarter 2017 Results Exhibit Exhibit 99.1 PHH Corporation Announces Second Quarter 2017 Results Performance Highlights: ? Net loss attributable to PHH Corporation of $46 million or $0.86 per basic share, which includes $24 million of pre-tax expenses related to notable items and $16 million of pre-tax expenses related to Exit and disposal costs. ? Our Board of Directors has authorized an increase in repurchases of sha |
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| August 8, 2017 |
PHH Corporation Announces Second Quarter 2017 Results Exhibit Exhibit 99.1 PHH Corporation Announces Second Quarter 2017 Results Performance Highlights: ? Net loss attributable to PHH Corporation of $46 million or $0.86 per basic share, which includes $24 million of pre-tax expenses related to notable items and $16 million of pre-tax expenses related to Exit and disposal costs. ? Our Board of Directors has authorized an increase in repurchases of sha |
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| August 8, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Em |
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| August 8, 2017 |
PHH Corporation Comments on Settlement with U.S. Department of Justice Exhibit 99.1 PHH Corporation Comments on Settlement with U.S. Department of Justice Mount Laurel, NJ ? August 8, 2017 ? PHH Corporation (NYSE: PHH) (?PHH? or the ?Company?) today issued the following statement in conjunction with the settlement agreements it has entered into with the U.S. Department of Justice (?DOJ?) on behalf of the Department of Housing and Urban Development and separately with |
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| August 8, 2017 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of |
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| July 18, 2017 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 18, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of |
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| July 18, 2017 |
Exhibit 99.1 PHH Corporation Announces Expiration and Final Settlement of its Tender Offers and Consent Solicitations MOUNT LAUREL, N.J.July 18, 2017PHH Corporation (NYSE: PHH) (PHH or the Company) today announced the expiration and final settlement of its previously announced cash tender offers (the Offers) and consent solicitations (the Consent Solicitations), with respect to any and a |
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| July 5, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of |
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| July 5, 2017 |
Exhibit 4.1 PHH CORPORATION, as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FOURTH SUPPLEMENTAL INDENTURE Dated as of July 3, 2017 to INDENTURE Dated as of January 17, 2012 7.375% Senior Notes due 2019 TABLE OF CONTENTS Page ARTICLE 1 CAPITALIZED TERMS Section 1.01 Definitions 3 ARTICLE II AMENDMENTS Section 2.01 Amendments to the Indenture 3 ARTICLE III CONSENT AND WAIV |
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| July 5, 2017 |
Exhibit 4.2 PHH CORPORATION, as Issuer and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee FIFTH SUPPLEMENTAL INDENTURE Dated as of July 3, 2017 to INDENTURE Dated as of January 17, 2012 6.375% Senior Notes due 2021 TABLE OF CONTENTS ARTICLE 1 CAPITALIZED TERMS Page Section 1.01 Definitions 3 ARTICLE II AMENDMENTS Section 2.01 Amendments to the Indenture 3 ARTICLE III CONSENT AND WAIVE |
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| July 5, 2017 |
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Overview On May 31, 2017, our stockholders approved the sale of substantially all of our assets through the execution of the sale of our Mortgage servicing rights (MSRs) to New Residential (NRZ). We began executing the sales of our MSRs with the initial delivery on June 16, 2017 of a portfolio of Freddie Mac MSRs and cont |
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| July 5, 2017 |
EX-99.1 4 a17-168751ex99d1.htm EX-99.1 Exhibit 99.1 PHH Corporation Announces Results of Tender Offers and Consent Solicitations as of the Early Tender Deadline MOUNT LAUREL, N.J.—July 3, 2017—PHH Corporation (NYSE: PHH) (“PHH” or the “Company”) today announced results as of the Early Tender Deadline (as defined below) of its previously announced cash tender offers (the “Offers”) and consent solic |
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| July 3, 2017 |
LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby makes, constitutes and appoints William F. |
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| June 30, 2017 |
LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby makes, constitutes and appoints William F. |
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| June 30, 2017 |
LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby makes, constitutes and appoints William F. |
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| June 29, 2017 |
Consulting Agreement by and between PHH Corporation and Glen A. Messina dated June 28, 2017. Exhibit 10.1 PHH CORPORATION CONSULTING AGREEMENT THIS AGREEMENT (the ?Agreement?) is made effective as of the 28th day of June 2017 (the ?Effective Date?), except as otherwise provide herein, among PHH Corporation and its subsidiaries, affiliates and related entities (the ?Company?) and MEGALLEN ADVISORS, LLC, (the ?Consultant?). INTRODUCTION The Consultant?s employment as Chief Executive Officer |
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| June 29, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 28, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of |
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| June 19, 2017 |
Exhibit 99.1 PHH Corporation Commences Tender Offers and Consent Solicitations for Any and All of its 7.375% Senior Notes Due 2019 and 6.375% Senior Notes Due 2021 MOUNT LAUREL, N.J.?(BUSINESS WIRE)?June 19, 2017?PHH Corporation (NYSE: PHH) (?PHH? or the ?Company?) today announced that it has commenced tender offers (each an ?Offer? and, together the ?Offers?) to purchase for cash any and all of i |
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| June 19, 2017 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 19, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of |
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| June 19, 2017 |
EXHIBIT 10.2 EXECUTION MSR PORTFOLIO DEFENSE AGREEMENT This MSR Portfolio Defense Agreement (the ?Agreement?), dated as of June 16 2017, is entered into by and between PHH Mortgage Corporation, a New Jersey corporation (the ?Subservicer?), and New Residential Mortgage LLC, a Delaware limited liability company (the ?MSR Owner?). WHEREAS, the Subservicer and the MSR Owner have entered into that cert |
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| June 19, 2017 |
EXHIBIT 10.1 EXECUTION This AMENDMENT NUMBER ONE (?Amendment?) is made this 16th day of June, 2017, by and between NEW RESIDENTIAL MORTGAGE LLC, as servicing rights owner (the ?Servicing Rights Owner?) and PHH MORTGAGE CORPORATION, as servicer (?Servicer?), to the Servicing Agreement, dated as of December 28, 2016 (the ?Agreement?), by and between the Servicing Rights Owner and the Servicer. RECIT |
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| June 19, 2017 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 8-K 1 a17-1531418k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2017 PHH CORPORATION (Exact Name of Registrant as Specified in its Charter) Maryland 1-7797 52-0551284 (State or Other Jurisdiction (Commission (IR |
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| May 31, 2017 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 31, 2017 PHH CORPORATION (Exact Name of Registrant as Specified in its Charter) Maryland 1-7797 52-0551284 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) |
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| May 10, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin |
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| May 10, 2017 |
Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 10, 2017 |
Severance Letter Agreement dated March 29, 2017 to Leith Kaplan from PHH Corporation. Exhibit 10.6 March 30, 2017 Leith Kaplan SVP, Chief Risk and Compliance Officer Dear Lee: As you know, PHH Corporation (the “Company” or “PHH”) is in a time of transition and the Board of Directors of PHH Corporation (the “Board”) desires to memorialize our mutual understanding of your future employment with the Company. By signing below, you agree to stay with PHH through December 31, 2017 at whi |
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| May 10, 2017 |
Exhibit 10.2 FIRST AMENDMENT TO THE PHH CORPORATION EQUITY COMPENSATION PROGRAM FOR NON-EMPLOYEE DIRECTORS (Under the PHH Corporation 2014 Equity and Incentive Plan) THIS FIRST AMENDMENT is made this 27th day of April, 2017, by PHH CORPORATION, a corporation duly organized and existing under the laws of the State of Maryland (the “Primary Sponsor”). INTRODUCTION The Primary Sponsor maintains the P |
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| May 10, 2017 |
Form of May 2016 Performance Restricted Stock Unit Award Notice and Agreement. Exhibit 10.12 PERFORMANCE RESTRICTED STOCK UNIT AWARD PURSUANT TO THE PHH CORPORATION 2014 EQUITY AND INCENTIVE PLAN THIS AWARD (including the related Terms and Conditions) is made as of the Grant Date by PHH CORPORATION (the “Company”) to (the “Participant”) subject to acceptance by the Participant. Upon and subject to the provisions of the Plan and the Terms and Conditions attached hereto and in |
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| May 10, 2017 |
Exhibit 10.7 EMPLOYMENT AGREEMENT THIS AGREEMENT (the “Agreement”) to be effective as of March 30, 2017 (the “Effective Date”), between PHH CORPORATION, a Maryland corporation (the “Company”), and ROB CROWL (the “Executive”). Introduction The Company and the Executive desire to enter into this Agreement pursuant to which the Company will continue to employ the Executive. Agreement NOW, THEREFORE, |
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| May 10, 2017 |
Exhibit 10.8 EMPLOYMENT AGREEMENT THIS AGREEMENT (the “Agreement”) to be effective as of March 30, 2017 (the “Effective Date”), between PHH CORPORATION, a Maryland corporation (the “Company”), and MICHAEL BOGANSKY (the “Executive”). Introduction The Company and the Executive desire to enter into this Agreement pursuant to which the Company will continue to employ the Executive. Agreement NOW, THER |
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| May 10, 2017 |
Severance Letter Agreement dated March 29, 2017 to Kathryn Ruggieri from PHH Corporation. Exhibit 10.4 March 29, 2017 Kathryn Ruggieri Senior Vice President, Chief Human Resource Officer Dear Kathryn: As you know, PHH Corporation (the “Company” or “PHH”) is in a time of transition and the Board of Directors of PHH Corporation (the “Board”) desires to memorialize our mutual understanding of your future employment with the Company. In consideration of the Board’s decision to involuntaril |
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| May 10, 2017 |
Severance Letter Agreement dated March 29, 2017 to Glen Messina from PHH Corporation. Exhibit 10.3 March 29, 2017 Glen Messina President and Chief Executive Officer Dear Glen: As you know, PHH Corporation (the “Company” or “PHH”) is in a time of transition and the Board of Directors of PHH Corporation (the “Board”) desires to memorialize our mutual understanding of your future employment with the Company. In consideration of the Board’s decision to involuntarily terminate your empl |
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| May 10, 2017 |
Form of 2016 Performance Restricted Stock Unit Award Notice and Agreement. Exhibit 10.11 PERFORMANCE RESTRICTED STOCK UNIT AWARD PURSUANT TO THE PHH CORPORATION 2014 EQUITY AND INCENTIVE PLAN THIS AWARD (including the related Terms and Conditions) is made as of the Grant Date by PHH CORPORATION (the “Company”) to (the “Participant”) subject to acceptance by the Participant. Upon and subject to the provisions of the Plan and the Terms and Conditions attached hereto and in |
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| May 10, 2017 |
Severance Letter Agreement dated March 29, 2017 to William F. Brown from PHH Corporation. Exhibit 10.5 March 29, 2017 William Brown SVP, General Counsel and Secretary Dear Bill: As you know, PHH Corporation (the “Company” or “PHH”) is in a time of transition and the Board of Directors of PHH Corporation (the “Board”) desires to memorialize our mutual understanding of your future employment with the Company. By signing below, you agree to stay with PHH through December 31, 2017 at which |
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| May 10, 2017 |
Form of PHH Corporation Management Incentive Plan 2017 Award Notice. Exhibit 10.10 PHH CORPORATION MANAGEMENT INCENTIVE PLAN 2017 AWARD NOTICE This Award Notice is delivered by PHH Corporation, a Maryland corporation (the “Company”), to (the “Grantee”). Upon and subject to the terms and conditions below and the terms and conditions of the PHH Corporation 2015 Management Incentive Plan (as amended from time to time, the “MIP”) and the PHH Corporation 2014 Equity and |
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| May 10, 2017 |
Exhibit 10.9 CASH PERFORMANCE INCENTIVE AWARD PURSUANT TO THE PHH CORPORATION 2014 EQUITY AND INCENTIVE PLAN THIS AWARD (including the related Terms and Conditions) is made as of the Grant Date by PHH CORPORATION (the “Company”) to (the “Participant”) subject to acceptance by the Participant. Upon and subject to the provisions of the Plan and the Terms and Conditions attached hereto and incorporat |
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| May 9, 2017 |
PHH Corporation Announces First Quarter 2017 Results Exhibit Exhibit 99.1 PHH Corporation Announces First Quarter 2017 Results 1Q17 Highlights: ? Net loss attributable to PHH Corporation of $67 million or $1.26 per basic share, which includes $34 million of pre-tax expenses related to notable items, a $2 million pre-tax unfavorable market-related fair value adjustment to our mortgage servicing rights (MSRs), net of derivatives related to MSRs and $2 |
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| May 9, 2017 |
PHH 8-K (Current Report/Significant Event) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Emplo |
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| May 9, 2017 |
PHH Corporation Announces First Quarter 2017 Results Exhibit Exhibit 99.1 PHH Corporation Announces First Quarter 2017 Results 1Q17 Highlights: ? Net loss attributable to PHH Corporation of $67 million or $1.26 per basic share, which includes $34 million of pre-tax expenses related to notable items, a $2 million pre-tax unfavorable market-related fair value adjustment to our mortgage servicing rights (MSRs), net of derivatives related to MSRs and $2 |
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| May 9, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 9, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Emplo |
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| May 4, 2017 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Index to the Consolidated Financial Statements(1) TABLE OF CONTENTS 7 TABLE OF CONTENTS 8 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 28, 2017 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| April 28, 2017 |
8-K 1 form8-kejf.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File |
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| April 28, 2017 |
EX-99.1 3 ex991pressreleaseejf.htm EXHIBIT 99.1 Exhibit 99.1 PHH Corporation Announces Agreement with EJF Capital PHH to Nominate James Neuhauser and Kevin Stein for Election as Directors at 2017 Annual Meeting Thomas P. Gibbons and Deborah M. Reif Will Not Stand for Re-election at 2017 Annual Meeting Mount Laurel, NJ - April 28, 2017 - PHH Corporation (NYSE: PHH) today announced that it has enter |
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| April 28, 2017 |
Exhibit Exhibit 10.1 PHH Corporation 3000 Leadenhall Road Mount Laurel, New Jersey 08054 April 28, 2017 EJF Capital LLC EJF Debt Opportunities Master Fund, L.P. EJF Debt Opportunities GP, LLC 2107 Wilson Boulevard, Suite 410 Arlington, Virginia 22201 Ladies and Gentlemen: This letter agreement (this ? Agreement ?) constitutes the agreement among PHH Corporation, a Maryland corporation (the ? Compa |
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| April 28, 2017 |
DEFA14A 1 form8-kejf.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission |
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| April 28, 2017 |
Exhibit Exhibit 99.1 PHH Corporation Announces Agreement with EJF Capital PHH to Nominate James Neuhauser and Kevin Stein for Election as Directors at 2017 Annual Meeting Thomas P. Gibbons and Deborah M. Reif Will Not Stand for Re-election at 2017 Annual Meeting Mount Laurel, NJ - April 28, 2017 - PHH Corporation (NYSE: PHH) today announced that it has entered into an agreement with EJF Capital LL |
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| April 28, 2017 |
PHH Corporation 3000 Leadenhall Road Mount Laurel, New Jersey 08054 Exhibit Exhibit 10.1 PHH Corporation 3000 Leadenhall Road Mount Laurel, New Jersey 08054 April 28, 2017 EJF Capital LLC EJF Debt Opportunities Master Fund, L.P. EJF Debt Opportunities GP, LLC 2107 Wilson Boulevard, Suite 410 Arlington, Virginia 22201 Ladies and Gentlemen: This letter agreement (this ? Agreement ?) constitutes the agreement among PHH Corporation, a Maryland corporation (the ? Compa |
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| April 28, 2017 |
PHH / PHH Corp. / EJF Capital LLC Activist Investment SC 13D/A 1 ja13da2-phhejf.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) PHH Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 693320202 (CUSIP Number) David Bell EJF Capital LLC 2107 Wilson Boulevard Suite 410 Arlington, VA 22201 (703) 997-5716 Wi |
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| April 28, 2017 |
PHH Corporation 3000 Leadenhall Road Mount Laurel, New Jersey 08054 Exhibit 99.1 PHH Corporation 3000 Leadenhall Road Mount Laurel, New Jersey 08054 April 28, 2017 EJF Capital LLC EJF Debt Opportunities Master Fund, L.P. EJF Debt Opportunities GP, LLC 2107 Wilson Boulevard, Suite 410 Arlington, Virginia 22201 Ladies and Gentlemen: This letter agreement (this “Agreement”) constitutes the agreement among PHH Corporation, a Maryland corporation (the “Company”), EJF C |
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| April 21, 2017 |
PRER14A 1 a2231902zprer14a.htm PRER14A Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Index to the Consolidated Financial Statements(1) TABLE OF CONTENTS 7 TABLE OF CONTENTS 8 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Sec |
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| April 21, 2017 |
3000 Leadenhall Road Mt. Laurel, NJ 08054 April 21, 2017 VIA OVERNIGHT COURIER AND EMAIL U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3628 Attn: Michael R. Clampitt, Esq. Re: PHH Corporation Preliminary Proxy Statement on Schedule 14A Filed March 15, 2017 Form 10-K for the year ended December 31, 2016 Filed February 28, 2017 File |
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| March 30, 2017 |
Exhibit 99.1 PHH Corporation Announces Leadership Transition Leadership Transitions Facilitate Cost Reductions Consistent with Company?s Smaller Size and Scope Robert Crowl Named COO; to Become President and CEO on June 28, 2017, Succeeding Glen Messina Michael Bogansky Named CFO Mount Laurel, NJ ? March 30, 2017 ? PHH Corporation (NYSE: PHH) (?PHH? or the ?Company?) today announced changes to its |
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| March 30, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of |
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| March 17, 2017 |
PHH / PHH Corp. / EJF Capital LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) PHH Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 693320202 (CUSIP Number) David Bell EJF Capital LLC 2107 Wilson Boulevard Suite 410 Arlington, VA 22201 (703) 997-5716 With a copy to: Jonathan Adler F |
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| March 15, 2017 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Index to the Consolidated Financial Statements(1) TABLE OF CONTENTS 7 TABLE OF CONTENTS 8 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 9, 2017 |
EJF Debt Opportunities Master Fund, L.P. 2107 Wilson Boulevard Suite 410 Arlington, VA 22201 Exhibit 99.2 EJF Debt Opportunities Master Fund, L.P. 2107 Wilson Boulevard Suite 410 Arlington, VA 22201 March 9, 2017 BY ELECTRONIC MAIL AND OVERNIGHT MAIL PHH Corporation 3000 Leadenhall Road Mt. Laurel, New Jersey 08054 Attn: William F. Brown Secretary Re: Notice of Stockholder Nomination of Individuals for Election as Directors at the 2017 Annual Meeting of Stockholders of PHH Corporation Dea |
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| March 9, 2017 |
EXHIBIT 99.1 The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to such statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each shall be responsible for the ti |
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| March 9, 2017 |
PHH / PHH Corp. / EJF Capital LLC Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 PHH Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 693320202 (CUSIP Number) David Bell EJF Capital LLC 2107 Wilson Boulevard Suite 410 Arlington, VA 22201 (703) 997-5716 With a copy to: Jonathan Adler Fried, Frank, Harri |
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| February 28, 2017 |
EX-10.6.11 2 ex-1061120161231.htm EXHIBIT 10.6.11 Exhibit 10.6.11 FORM OF AMENDMENT TO THE PERFORMANCE RESTRICTED STOCK UNIT AWARD PURSUANT TO THE PHH CORPORATION 2014 EQUITY AND INCENTIVE PLAN This AMENDMENT is made as of the day of , 2017, by PHH Corporation, a corporation duly organized and existing under the laws of the State of Maryland (the “Company”). INTRODUCTION The Company maintains the |
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| February 28, 2017 |
Exhibit 21 SUBSIDIARIES OF REGISTRANT As of December 31, 2016 Name of Subsidiary Jurisdiction of Incorporation or Formation Atrium Insurance Corporation NY Atrium Reinsurance Corporation VT Long Island Mortgage Group, Inc. |
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| February 28, 2017 |
PHH / PHH Corp. 10-K - Annual Report - 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 1-7797 PHH CORPORATIO |
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| February 28, 2017 |
Exhibit 12 PHH CORPORATION AND SUBSIDIARIES COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES ($ in millions, except ratios) Year Ended December 31, 2016 2015 2014 2013 2012 Earnings available to cover fixed charges: (Loss) income from continuing operations before income taxes $ (304 ) $ (213 ) $ (284 ) $ 140 $ (14 ) Adjustments for equity method investments (1 ) — 1 (3 ) 2 Fixed charges 81 97 137 192 218 Total $ (224 ) $ (116 ) $ (146 ) $ 329 $ 206 Fixed charges: Interest expense(1) $ 75 $ 90 $ 130 $ 185 $ 212 Estimated interest portion of net rental expense(2) 6 7 7 7 6 Total $ 81 $ 97 $ 137 $ 192 $ 218 Ratio of earnings to fixed charges(3) — — — 1. |
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| February 17, 2017 |
PHH SCHEDULE 13G (Passive Acquisition of More Than 5% of Shares) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* PHH CORPORATION (Name of Issuer) Common Stock, Par Value $0.01 Per Share (Title of Class of Securities) 693320202 (CUSIP Number) February 16, 2017 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule purs |
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| February 16, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defin |
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| February 15, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS |
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| February 15, 2017 |
Exhibit Exhibit 99.1 PHH Corporation Announces Fourth Quarter 2016 Results Announces Conclusions from its Evaluation of Strategic Alternatives Highlights: ? Net loss attributable to PHH Corporation of $133 million or $2.49 per basic share, which includes $73 million of pre-tax expenses related to notable items, a $55 million pre-tax unfavorable market-related fair value adjustment to our mortgage |
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| February 15, 2017 |
EXHIBIT 10.1 SUPPORT AGREEMENT This SUPPORT AGREEMENT dated as of February 15, 2017 (this ?Agreement?) is by and among Guaranteed Rate, Inc., a Delaware corporation (?GRI?), Realogy Holdings Corp, a Delaware corporation (?Realogy?), and PHH Corporation, a Maryland corporation (?PHH?, and together with GRI and Realogy, the ?Parties? and each a ?Party?). All capitalized terms used herein but not oth |
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| February 15, 2017 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer |
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| February 15, 2017 |
EXHIBIT 99.1 PHH Corporation Announces Sale of Certain Assets of PHH Home Loans PHH Mortgage, Realogy Mutually Agree to Exit Existing PHH Home Loans Joint Venture Relationship Mount Laurel, NJ ? February 15, 2017 ? PHH Corporation (NYSE: PHH) (?PHH? or the ?Company?) today announced that it has entered into an agreement with Guaranteed Rate Affinity LLC, a new joint venture established by Guarante |
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| February 15, 2017 |
EXHIBIT 2.2 JV INTERESTS PURCHASE AGREEMENT by and among REALOGY SERVICES VENTURE PARTNER LLC PHH BROKER PARTNER CORPORATION and PHH CORPORATION Dated as of February 15, 2017 Table of Contents Page I. PURCHASE AND SALE 1 1.1. Purchase and Sale 1 1.2. Consideration 1 1.3. Closing 2 1.4. HL Distributions Pending the Closing 3 1.5. Withholding Rights 3 II. REPRESENTATIONS AND WARRANTIES OF SELLER 4 2 |
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| February 15, 2017 |
EXHIBIT 2.1 ASSET PURCHASE AGREEMENT by and among GUARANTEED RATE AFFINITY, LLC PHH HOME LOANS, LLC RMR FINANCIAL, LLC and PHH CORPORATION Dated as of February 15, 2017 TABLE OF CONTENTS Page I. PURCHASE AND SALE 2 1.1. Purchase and Sale 2 1.2. Excluded Assets 3 1.3. Assumption of Liabilities 4 1.4. Retained Liabilities 4 1.5. Consideration 5 1.6. Transfer Consents 5 1.7. Closing 6 1.8. Deliveries |
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| February 15, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer |
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| February 15, 2017 |
EXHIBIT 99.1 PHH Corporation Announces Sale of Certain Assets of PHH Home Loans PHH Mortgage, Realogy Mutually Agree to Exit Existing PHH Home Loans Joint Venture Relationship Mount Laurel, NJ ? February 15, 2017 ? PHH Corporation (NYSE: PHH) (?PHH? or the ?Company?) today announced that it has entered into an agreement with Guaranteed Rate Affinity LLC, a new joint venture established by Guarante |
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| February 15, 2017 |
EX-10.1 4 a17-45231ex10d1.htm EX-10.1 EXHIBIT 10.1 SUPPORT AGREEMENT This SUPPORT AGREEMENT dated as of February 15, 2017 (this “Agreement”) is by and among Guaranteed Rate, Inc., a Delaware corporation (“GRI”), Realogy Holdings Corp, a Delaware corporation (“Realogy”), and PHH Corporation, a Maryland corporation (“PHH”, and together with GRI and Realogy, the “Parties” and each a “Party”). All cap |
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| February 15, 2017 |
ASSET PURCHASE AGREEMENT by and among GUARANTEED RATE AFFINITY, LLC EXHIBIT 2.1 ASSET PURCHASE AGREEMENT by and among GUARANTEED RATE AFFINITY, LLC PHH HOME LOANS, LLC RMR FINANCIAL, LLC and PHH CORPORATION Dated as of February 15, 2017 TABLE OF CONTENTS Page I. PURCHASE AND SALE 2 1.1. Purchase and Sale 2 1.2. Excluded Assets 3 1.3. Assumption of Liabilities 4 1.4. Retained Liabilities 4 1.5. Consideration 5 1.6. Transfer Consents 5 1.7. Closing 6 1.8. Deliveries |
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| February 15, 2017 |
JV INTERESTS PURCHASE AGREEMENT EXHIBIT 2.2 JV INTERESTS PURCHASE AGREEMENT by and among REALOGY SERVICES VENTURE PARTNER LLC PHH BROKER PARTNER CORPORATION and PHH CORPORATION Dated as of February 15, 2017 Table of Contents Page I. PURCHASE AND SALE 1 1.1. Purchase and Sale 1 1.2. Consideration 1 1.3. Closing 2 1.4. HL Distributions Pending the Closing 3 1.5. Withholding Rights 3 II. REPRESENTATIONS AND WARRANTIES OF SELLER 4 2 |
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| February 14, 2017 |
PHH / PHH Corp. / Silver Point Capital L.P. - SCHEDULE 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to Rules 13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2(b) (Amendment No. |
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| February 14, 2017 |
PHH / PHH Corp. / GLENVIEW CAPITAL MANAGEMENT, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* PHH CORPORATION (Name of Issuer) Common stock, par value $0.01 per share (Title of Class of Securities) 693320202 (CUSIP Number) December 31, 2016 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pur |
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| February 13, 2017 |
PHH / PHH Corp. / VANGUARD GROUP INC Passive Investment phhcorp.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4 )* Name of issuer: PHH Corp Title of Class of Securities: Common Stock CUSIP Number: 693320202 Date of Event Which Requires Filing of this Statement: December 31, 2016 Check the appropriate box to designate the ru |
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| February 9, 2017 |
PHH / PHH Corp. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 8)* PHH CORP (Name of Issuer) Common Stock (Title of Class of Securities) 693320202 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is fi |
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| January 30, 2017 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer |
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| January 30, 2017 |
PHH Corporation Announces Fourth Quarter 2016 Earnings Release and Conference Call Schedule Exhibit 99.1 PHH Corporation Announces Fourth Quarter 2016 Earnings Release and Conference Call Schedule Mount Laurel, NJ January 30, 2017 PHH Corporation (NYSE: PHH) (PHH or the Company) announced today plans to release its fourth quarter 2016 results on Wednesday, February 15, 2017, after the market closes. The Company will host a conference call at 10:00 a.m. (Eastern Time) on Thursday, |
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| January 30, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 30, 2017 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer |
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| January 30, 2017 |
PHH Corporation Announces Fourth Quarter 2016 Earnings Release and Conference Call Schedule Exhibit 99.1 PHH Corporation Announces Fourth Quarter 2016 Earnings Release and Conference Call Schedule Mount Laurel, NJ ? January 30, 2017 ? PHH Corporation (NYSE: PHH) (?PHH? or the ?Company?) announced today plans to release its fourth quarter 2016 results on Wednesday, February 15, 2017, after the market closes. The Company will host a conference call at 10:00 a.m. (Eastern Time) on Thursday, |
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| December 28, 2016 |
DEFA14A 1 a16-2369818k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2016 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commis |
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| December 28, 2016 |
EXHIBIT 10.1 EXECUTION FLOW MORTGAGE LOAN SUBSERVICING AGREEMENT dated as of December 28, 2016 between NEW RESIDENTIAL MORTGAGE LLC Servicing Rights Owner And PHH MORTGAGE CORPORATION Servicer (Agency & Private Label Servicing) [***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXC |
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| December 28, 2016 |
EXHIBIT 10.1 EXECUTION FLOW MORTGAGE LOAN SUBSERVICING AGREEMENT dated as of December 28, 2016 between NEW RESIDENTIAL MORTGAGE LLC Servicing Rights Owner And PHH MORTGAGE CORPORATION Servicer (Agency & Private Label Servicing) [***] INDICATES MATERIAL THAT HAS BEEN OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT HAS BEEN REQUESTED. ALL SUCH OMITTED MATERIAL HAS BEEN FILED WITH THE SECURITIES AND EXC |
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| December 28, 2016 |
EX-99.1 4 a16-236981ex99d1.htm EX-99.1 Exhibit 99.1 PHH Corporation Announces Sale and Subservicing Agreements for its Entire non-GNMA Mortgage Servicing Rights Portfolio Mount Laurel, NJ — December 28, 2016 — PHH Corporation (NYSE: PHH) (“PHH” or the “Company”) today announced that it has entered into an agreement with New Residential Investment Corp. (NYSE: NRZ) (“New Residential”) for the sale |
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| December 28, 2016 |
Exhibit 99.1 PHH Corporation Announces Sale and Subservicing Agreements for its Entire non-GNMA Mortgage Servicing Rights Portfolio Mount Laurel, NJ ? December 28, 2016 ? PHH Corporation (NYSE: PHH) (?PHH? or the ?Company?) today announced that it has entered into an agreement with New Residential Investment Corp. (NYSE: NRZ) (?New Residential?) for the sale of its entire portfolio of mortgage ser |
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| December 28, 2016 |
EXHIBIT 2.1 EXECUTION AGREEMENT FOR THE PURCHASE AND SALE OF SERVICING RIGHTS Dated as of December 28, 2016 By and Among New Residential Mortgage LLC, as Purchaser, PHH Mortgage Corporation, as Seller, and solely for purposes of Sections 6.1, 6.9 and 6.15 and Articles I, X and XI, PHH Corporation, as Seller Parent TABLE OF CONTENTS PAGES ARTICLE I DEFINITIONS AND CONSTRUCTION 1 1.1 Definitions 1 1 |
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| December 28, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 28, 2016 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer |
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| December 28, 2016 |
EX-2.1 2 a16-236981ex2d1.htm EX-2.1 EXHIBIT 2.1 EXECUTION AGREEMENT FOR THE PURCHASE AND SALE OF SERVICING RIGHTS Dated as of December 28, 2016 By and Among New Residential Mortgage LLC, as Purchaser, PHH Mortgage Corporation, as Seller, and solely for purposes of Sections 6.1, 6.9 and 6.15 and Articles I, X and XI, PHH Corporation, as Seller Parent TABLE OF CONTENTS PAGES ARTICLE I DEFINITIONS AN |
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| December 12, 2016 |
PHH PHH AS OF 11/30/2016 (Passive Acquisition of More Than 5% of Shares) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4) PHH CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 693320202 (CUSIP Number) November 30, 2016 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is filed: [ |
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| November 9, 2016 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2016 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer |
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| November 9, 2016 |
PHH Corporation Comments on Settlement with New York State Department of Financial Services Exhibit 99.1 PHH Corporation Comments on Settlement with New York State Department of Financial Services Mount Laurel, NJ ? November 9, 2016 ? PHH Corporation (NYSE: PHH) (?PHH? or the ?Company?) today issued the following statement in conjunction with the agreement to settle certain matters regarding legacy mortgage servicing and origination activities of PHH Mortgage Corporation and PHH Home Loa |
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| November 9, 2016 |
Costs Associated with Exit or Disposal Activities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2016 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employe |
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| November 9, 2016 |
Document Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 8, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2016 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer |
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| November 8, 2016 |
Exhibit 99.1 PHH Corporation Announces Third Quarter Results Announces Sale of Its GNMA MSR Portfolio and Exit from PLS Business 3Q16 Highlights: ? Net loss attributable to PHH Corporation of $27 million or $0.50 per basic share, which includes $23 million of pre-tax expenses related to notable items, including $11 million related to an increase in reserves for legacy regulatory matters, and a $13 |
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| October 11, 2016 |
PHH Corporation Comments on Opinion Issued by D.C. Circuit Court of Appeals Exhibit 99.1 PHH Corporation Comments on Opinion Issued by D.C. Circuit Court of Appeals Mount Laurel, NJ ? October 11, 2016 ? PHH Corporation (NYSE: PHH) (?PHH? or the ?Company?) today issued the following statement in response to the opinion released on October 11, 2016 by the U.S. Court of Appeals for the D.C. Circuit in which the Court vacated the decision of the Director of the Consumer Finan |
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| October 11, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 a16-1976718k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 11, 2016 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission |
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| October 4, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 27, 2016 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employe |
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| August 25, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 19, 2016 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer o |
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| August 25, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 19, 2016 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer o |
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| August 9, 2016 |
10-Q 1 phh2016063010-q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commi |
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| August 9, 2016 |
Form of May 2016 Restricted Stock Unit Award Notice and Agreement. EX-10.6 5 phhex10620160630.htm EXHIBIT 10.6 Exhibit 10.6 RESTRICTED STOCK UNIT AWARD PURSUANT TO THE PHH CORPORATION 2014 EQUITY AND INCENTIVE PLAN THIS AWARD (including the related Terms and Conditions) is made as of the Grant Date by PHH CORPORATION (the “Company”) to (the “Participant”) subject to acceptance by the Participant. Upon and subject to the provisions of the Plan and the Terms and Co |
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| August 9, 2016 |
Exhibit 10.3 PERFORMANCE RESTRICTED STOCK UNIT AWARD PURSUANT TO THE PHH CORPORATION 2014 EQUITY AND INCENTIVE PLAN THIS AWARD (including the related Terms and Conditions) is made as of the Grant Date by PHH CORPORATION (the “Company”) to (the “Participant”) subject to acceptance by the Participant. Upon and subject to the provisions of the Plan and the Terms and Conditions attached hereto and inc |
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| August 9, 2016 |
Form of 2016 Restricted Stock Unit Award Notice and Agreement. Exhibit 10.4 RESTRICTED STOCK UNIT AWARD PURSUANT TO THE PHH CORPORATION 2014 EQUITY AND INCENTIVE PLAN THIS AWARD (including the related Terms and Conditions) is made as of the Grant Date by PHH CORPORATION (the “Company”) to (the “Participant”) subject to acceptance by the Participant. Upon and subject to the provisions of the Plan and the Terms and Conditions attached hereto and incorporated he |
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| August 9, 2016 |
TERMS AND CONDITIONS TO THE PHH CORPORATION PERFORMANCE RESTRICTED STOCK UNIT AWARD Exhibit 10.5 TERMS AND CONDITIONS TO THE PHH CORPORATION PERFORMANCE RESTRICTED STOCK UNIT AWARD 1.Settlement and Delivery of Vested Stock Units. (a) On the applicable Distribution Date, except as set forth in Section 1(b), the Company shall issue and deliver a share certificate, or make or caused to be made an appropriate entry on the books of the Company or of a duly authorized transfer agent of |
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| August 9, 2016 |
Exhibit 10.7 PHH CORPORATION 2015 MANAGEMENT INCENTIVE PLAN (Under the PHH Corporation 2014 Equity and Incentive Plan) I. INTRODUCTION 1.1.Purposes. The purposes of this PHH Corporation Management Incentive Plan (as amended from time to time, this "MIP") are to provide incentives to the officers and other employees of PHH Corporation (the "Company") and its Affiliates (as defined below) to attain |
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| August 8, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2016 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of |
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| August 8, 2016 |
PHH Corporation Announces Second Quarter 2016 Results Exhibit 99.1 PHH Corporation Announces Second Quarter 2016 Results 2Q16 Highlights: ? Net loss attributable to PHH Corporation of $12 million or $0.22 per basic share, which includes $15 million of pre-tax expenses related to notable items and a $12 million pre-tax unfavorable market-related fair value adjustment to our mortgage servicing rights (MSRs), net of derivatives related to MSRs. ? Ended |
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| July 18, 2016 |
PHH / PHH Corp. / Silver Point Capital L.P. - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to Rules 13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to Rule 13d-2(b) (Amendment No. |
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| June 15, 2016 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2016 PHH CORPORATION (Exact Name of Registrant as Specified in its Charter) Maryland 1-7797 52-0551284 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation |
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| June 15, 2016 |
Exhibit 10.1 Renee R. Schultz Senior Vice President, Capital Markets 4000 Wisconsin Avenue, NW Washington, DC 20016 202 752 1805 202 752 6890 (fax) [email protected] June 13, 2016 PHH Mortgage Corporation 1 Mortgage Way Mount Laurel, NJ 08054 Re: Amendment and Restatement of Committed Purchase Facility for Early Funding Ladies and Gentlemen: This letter agreement (this ?Letter Agreement? |
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| June 10, 2016 |
PHH 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 9, 2016 PHH CORPORATION (Exact Name of Registrant as Specified in its Charter) Maryland 1-7797 52-0551284 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) |
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| May 25, 2016 |
Amended and Restated PHH Corporation Tier I Severance Pay Plan (38) Exhibit 10.1 PHH CORPORATION AMENDED AND RESTATED TIER I SEVERANCE PAY PLAN Effective Date: May 19, 2016 ARTICLE I - INTRODUCTION PHH Corporation (referred to herein as the ?Company?), hereby amend and restates the PHH Corporation Tier I Severance Pay Plan (the ?Plan?), effective as of the Effective Date (as defined below), to provide severance benefits to certain employees of the Company and its |
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| May 25, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2016 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of i |
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| May 5, 2016 |
10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 4, 2016 |
PHH Corporation Announces First Quarter 2016 Results Exhibit 99.1 PHH Corporation Announces First Quarter 2016 Results 1Q16 Highlights: ? Net loss attributable to PHH Corporation of $30 million or $0.56 per basic share, which includes $18 million of pre-tax notable items and a $10 million pre-tax unfavorable market-related fair value adjustment to our mortgage servicing rights (MSRs), net of derivatives related to MSRs. ? Ended 1Q16 with $937 millio |
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| May 4, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 4, 2016 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of in |
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| April 28, 2016 |
Use these links to rapidly review the document TABLE OF CONTENTS Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 28, 2016 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2016 PHH CORPORATION (Exact Name of Registrant as Specified in its Charter) Maryland 1-7797 52-0551284 (State or Other Jurisdiction (Commission (IRS Employer of Incorporatio |
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| April 11, 2016 |
Exhibit 99.1 PHH Corporation Provides Update Regarding its Private Label Business Withdraws Previously Disclosed Earnings Guidance for Full-year 2016 Mount Laurel, NJ April 11, 2016 - PHH Corporation (NYSE: PHH) (PHH or the Company) announced today changes to certain of its Private Label client relationships. Merrill Lynch Home Loans, a division of Bank of America, National Association (Mer |
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| April 11, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2016 PHH CORPORATION (Exact name of registrant as specified in its charter) MARYLAND 1-7797 52-0551284 (State or other jurisdiction (Commission File Number) (IRS Employer of |
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| March 10, 2016 |
PHH PHH AS OF 02/29/2016 (Passive Acquisition of More Than 5% of Shares) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3) PHH CORP (Name of Issuer) COMMON STOCK (Title of Class of Securities) 693320202 (CUSIP Number) February 29, 2016 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule is filed: [ |
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| March 4, 2016 |
PHH 8-K (Current Report/Significant Event) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2016 PHH CORPORATION (Exact Name of Registrant as Specified in its Charter) Maryland 1-7797 52-0551284 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation |
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| February 26, 2016 |
10-K 1 phh2015123110-k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commissio |
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| February 26, 2016 |
EX-3.2 3 ex-3220151231.htm EXHIBIT 3.2 Exhibit 3.2 PHH CORPORATION AMENDED AND RESTATED BY-LAWS(1) ARTICLE I. STOCKHOLDERS SECTION 1.01. Annual Meeting. The Corporation shall hold an annual meeting of its stockholders to elect directors and transact any other business within its powers on the date and at the time as set by the Board of Directors. Except as the Charter or statute provides otherwise |
