ROCKET COMPANIES, INC., DEF 14A filed on 4/29/2026
Proxy Statement (definitive)
v3.26.1
Cover
12 Months Ended
Dec. 31, 2025
Document Information [Line Items]  
Document Type DEF 14A
Amendment Flag false
Entity Information [Line Items]  
Entity Registrant Name Rocket Companies, Inc.
Entity Central Index Key 0001805284
v3.26.1
Pay vs Performance Disclosure
12 Months Ended
Dec. 31, 2025
USD ($)
Dec. 31, 2024
USD ($)
Dec. 31, 2023
USD ($)
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Pay vs Performance Disclosure          
Pay vs Performance Disclosure, Table
Year
Summary
compensation
table total
for PEO (Varun)
($)(1)
Compensation
actually paid
to PEO (Varun)
($)(2)
Summary
compensation
table total
for PEO (Bill)
($)(1)
Compensation
actually paid
to PEO (Bill)
($)(2)
Summary
compensation
table total for
PEO (Jay
Farner)
($)(1)
Compensation
actually paid to
PEO
(Jay Farner)
($)(2)
2025
52,889,799
77,542,028
2024
25,887,926
22,799,341
2023
3,445,914
3,445,914
6,764,191
10,972,359
334,552
(5,669,619)
2022
9,468,874
2,137,238
2021
1,603,475
(5,046,699)
Year
Average
summary
compensation
table total for
non-PEO NEOs
($)(3)
Average
compensation
actually paid to
non-PEO NEOs
($)(2)
Value of initial fixed $100
investment based on:
Net income
(loss)
(millions)
($)(6)
rTSR
(percentile)(7)
Total
shareholder
return
($)(4)
Peer group
total
shareholder
return
($)(5)
2025
19,579,919
51,532,971
114
96
(234)
83
2024
8,441,736
7,502,530
59
120
640
69
2023
2,904,895
2,905,919
76
58
(390)
56
2022
2,505,493
684,915
37
33
700
25
2021
863,279
(1,418,642)
68
64
6,100
7
       
Named Executive Officers, Footnote The amounts reported in this column represent the amounts reported in the “Total” column of the Summary Compensation Table for each of Varun, Bill and Jay Farner for the years
in which they served as PEO. For the years reported in the table, Varun was our PEO from September 2023 to December 2025, Bill was our PEO from June 2023 to September
2023, and Jay Farner was our PEO from 2020 to June 2023.
The amounts reported in this column represent the average of the amounts reported for the Company’s NEOs as a group (excluding Varun, Bill and Jay Farner) in the “Total” column
of the Summary Compensation Table in each applicable year. Our NEOs (excluding Varun, Bill and Jay Farner) included for purposes of calculating the average amounts in each
applicable year are as follows: (a) for 2025, Jay Bray, Brian Brown, Heather Lovier, and Bill Banfield; (b) for 2024, Brian Brown, Shawn Malhotra, Jonathan Mildenhall and Heather
Lovier (c) for 2023, Brian Brown, Tina V. John and Bob Walters; (d) for 2022, Bob Walters, Brian Brown, Tina V. John, Julie Booth and Angelo Vitale; and (e) for 2021, Bob Walters,
Julie Booth and Angelo Vitale.
       
Peer Group Issuers, Footnote The cumulative TSR depicts a hypothetical $100 investment in our common stock. The Company utilized a selected peer group for purposes of its TSR benchmarking (the “PVP Peer
Group”). Our PVP Peer Group is comprised of PennyMac Financial Services Inc, Rithm Capital Corp, Anywhere Real Estate Inc., Zillow Group Inc Class C, Stewart Information
Services Corp, SoFi Technologies Inc, Guild Holdings Company, Compass, Inc., loanDepot, Inc., UWM Holdings Corporation, and Blend Labs, Inc. Certain companies were not
publicly traded companies at inception date, and these companies were added and reweighted to the peer group to the most recent quarter subsequent to their respective IPO dates.
Mr. Cooper and Redfin were removed from the PVP Peer Group following the Company’s acquisitions of each in 2025.
       
Adjustment To PEO Compensation, Footnote The amounts reported in this column represent CAP for each of Varun, Bill and Jay Farner for the years in which they served as PEO and the average CAP for the NEOs as a group
(excluding Varun, Bill and Jay Farner), for each corresponding year computed as required by Item 402(v) of Regulation S-K. The reported amounts do not reflect the actual
compensation earned by or paid to such persons during any applicable year. To determine CAP, the adjustments below were made to Varun’s total compensation in 2025 and the
average total compensation for the NEOs as a group (excluding Varun) in 2025. Defined benefit and actuarial pension plan adjustments were not relevant for any applicable year.
Fiscal Year 2025
PEO
($)
Non-PEO
NEOs ($)
Summary Compensation Table total
52,889,799
19,579,919
Adjustments:(a)
Minus reported value of equity awards(b)
46,999,970
11,949,970
Plus year end fair value of equity awards granted in the year
52,302,866
19,549,106
Plus year over year change in fair value of outstanding and unvested equity awards
15,011,514
23,069,557
Plus fair value as of vesting date of equity awards granted and vested in the year
2,448,309
495,221
Plus year over year change in fair value of equity awards granted in prior years that
vested in the year
1,889,510
789,138
Minus fair value at the end of the prior year of equity awards that failed to meet
vesting conditions in the year
Plus value of dividends or other earnings paid on stock or option swards not
otherwise reflected in fair value or total compensation
Compensation actually paid (CAP)
77,542,028
51,532,971
(a) The fair values of RSUs included in the CAP for our PEO and the Average CAP for our other NEOs are calculated at the required measurement dates, consistent with the
approach used to value the awards at the grant date as described in our Annual Report on Form 10-K for 2025. The valuation assumptions used to calculate fair values did
not materially differ from those disclosed at the time of grant. Any changes to the RSU fair values from the grant date (for current year grants) and from prior year-end (for
prior year grants) are based on our updated stock price at the respective measurement dates. The fair values of PSUs included in the CAP for our PEO and the Average CAP
for our other NEOs are calculated at the required measurement dates, consistent with the approach used to value the awards as described in the 2025 Summary
Compensation Table.
(b) The amounts reported in this column represent the grant date fair value of all equity awards granted in 2025, which are the amounts reported in the “Stock Awards” in the
2025 Summary Compensation Table for such year.
(3)
       
Non-PEO NEO Average Total Compensation Amount $ 19,579,919 $ 8,441,736 $ 2,904,895 $ 2,505,493 $ 863,279
Non-PEO NEO Average Compensation Actually Paid Amount $ 51,532,971 7,502,530 2,905,919 684,915 (1,418,642)
Adjustment to Non-PEO NEO Compensation Footnote The amounts reported in this column represent CAP for each of Varun, Bill and Jay Farner for the years in which they served as PEO and the average CAP for the NEOs as a group
(excluding Varun, Bill and Jay Farner), for each corresponding year computed as required by Item 402(v) of Regulation S-K. The reported amounts do not reflect the actual
compensation earned by or paid to such persons during any applicable year. To determine CAP, the adjustments below were made to Varun’s total compensation in 2025 and the
average total compensation for the NEOs as a group (excluding Varun) in 2025. Defined benefit and actuarial pension plan adjustments were not relevant for any applicable year.
Fiscal Year 2025
PEO
($)
Non-PEO
NEOs ($)
Summary Compensation Table total
52,889,799
19,579,919
Adjustments:(a)
Minus reported value of equity awards(b)
46,999,970
11,949,970
Plus year end fair value of equity awards granted in the year
52,302,866
19,549,106
Plus year over year change in fair value of outstanding and unvested equity awards
15,011,514
23,069,557
Plus fair value as of vesting date of equity awards granted and vested in the year
2,448,309
495,221
Plus year over year change in fair value of equity awards granted in prior years that
vested in the year
1,889,510
789,138
Minus fair value at the end of the prior year of equity awards that failed to meet
vesting conditions in the year
Plus value of dividends or other earnings paid on stock or option swards not
otherwise reflected in fair value or total compensation
Compensation actually paid (CAP)
77,542,028
51,532,971
(a) The fair values of RSUs included in the CAP for our PEO and the Average CAP for our other NEOs are calculated at the required measurement dates, consistent with the
approach used to value the awards at the grant date as described in our Annual Report on Form 10-K for 2025. The valuation assumptions used to calculate fair values did
not materially differ from those disclosed at the time of grant. Any changes to the RSU fair values from the grant date (for current year grants) and from prior year-end (for
prior year grants) are based on our updated stock price at the respective measurement dates. The fair values of PSUs included in the CAP for our PEO and the Average CAP
for our other NEOs are calculated at the required measurement dates, consistent with the approach used to value the awards as described in the 2025 Summary
Compensation Table.
(b) The amounts reported in this column represent the grant date fair value of all equity awards granted in 2025, which are the amounts reported in the “Stock Awards” in the
2025 Summary Compensation Table for such year.
       
Compensation Actually Paid vs. Total Shareholder Return The CAP for our PEO and the average CAP for the other NEOs as a group for 2021, 2022, 2023, 2024, and
2025 is presented in comparison to our cumulative TSR and cumulative PVP Peer Group TSR for such years
in the table below.
26Proxy-CAPvsTSR.jpg
       
Compensation Actually Paid vs. Net Income The CAP for our PEO and the average CAP for the other NEOs as a group for 2021, 2022, 2023, 2024, and
2025 is presented in comparison to our net income (loss) for such years in the table below.
26Proxy-CAPvsNetIncome.jpg
       
Compensation Actually Paid vs. Company Selected Measure The CAP for our PEO and the average CAP for the other NEOs as a group for 2021, 2022, 2023, 2024, and
2025 is presented in comparison to our rTSR performance against the TSR peer group for such years in the
table below.
       
Total Shareholder Return Vs Peer Group The CAP for our PEO and the average CAP for the other NEOs as a group for 2021, 2022, 2023, 2024, and
2025 is presented in comparison to our cumulative TSR and cumulative PVP Peer Group TSR for such years
in the table below.
26Proxy-CAPvsTSR.jpg
       
Tabular List, Table
Most important performance measures
Adjusted EBITDA
Refinance Mortgage Market Share Growth
Adjusted Revenue
Purchase Mortgage Market Share Growth
Relative Total Shareholder Return(1)
       
Total Shareholder Return Amount $ 114 59 76 37 68
Peer Group Total Shareholder Return Amount 96 120 58 33 64
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest $ (234,000,000) $ 640,000,000 $ (390,000,000) $ 700,000,000 $ 6,100,000,000
Company Selected Measure Amount 83 69 56 25 7
PEO Name Varun        
Additional 402(v) Disclosure The cumulative TSR depicts a hypothetical $100 investment in our common stock. The amounts reported in this column represent the Company’s cumulative TSR, which is
calculated by dividing the sum of the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and the difference between the Company’s share
price at the end of the measurement period by the Company’s share price at the beginning of the measurement period (the closing price as of initial post-IPO trading date).
The amounts reported in this column represent net income (loss) reflected in the Company’s audited financial statements for the applicable year.rTSR measures the Company’s TSR at the end of the performance period, where performance is determined by the ranking (as a percentile) of the Company’s TSR versus a custom
peer group, provided that payout is capped if the Company has absolute negative TSR at the end of the performance period. See “Compensation discussion and analysis — 2025
executive compensation program and pay — Long-term equity awards” for the definition of TSR and the companies included in the TSR peer group.
Reflects the Company’s TSR compared to a peer group established by our Compensation Committee.This Pay Versus Performance section is not “soliciting material,” is not deemed filed with the SEC and is not to be incorporated by reference into any of the Company’s
filings under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, whether made before or after the date of this proxy statement
and irrespective of any general incorporation language therein.
       
Measure:: 1          
Pay vs Performance Disclosure          
Name Adjusted EBITDA        
Measure:: 2          
Pay vs Performance Disclosure          
Name Adjusted Revenue        
Measure:: 3          
Pay vs Performance Disclosure          
Name Relative Total Shareholder Return(1)        
Measure:: 4          
Pay vs Performance Disclosure          
Name Refinance Mortgage Market Share Growth        
Measure:: 5          
Pay vs Performance Disclosure          
Name Purchase Mortgage Market Share Growth        
Varun [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount $ 52,889,799 $ 25,887,926 $ 3,445,914    
PEO Actually Paid Compensation Amount 77,542,028 $ 22,799,341 3,445,914    
Bill [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount     6,764,191    
PEO Actually Paid Compensation Amount     10,972,359    
Jay Farner [Member]          
Pay vs Performance Disclosure          
PEO Total Compensation Amount     334,552 $ 9,468,874 $ 1,603,475
PEO Actually Paid Compensation Amount     $ (5,669,619) $ 2,137,238 $ (5,046,699)
PEO | Varun [Member] | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (46,999,970)        
PEO | Varun [Member] | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 52,302,866        
PEO | Varun [Member] | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 15,011,514        
PEO | Varun [Member] | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 2,448,309        
PEO | Varun [Member] | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 1,889,510        
PEO | Varun [Member] | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
PEO | Varun [Member] | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
Non-PEO NEO | Aggregate Grant Date Fair Value of Equity Award Amounts Reported in Summary Compensation Table          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount (11,949,970)        
Non-PEO NEO | Year-end Fair Value of Equity Awards Granted in Covered Year that are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 19,549,106        
Non-PEO NEO | Year-over-Year Change in Fair Value of Equity Awards Granted in Prior Years That are Outstanding and Unvested          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 23,069,557        
Non-PEO NEO | Vesting Date Fair Value of Equity Awards Granted and Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 495,221        
Non-PEO NEO | Change in Fair Value as of Vesting Date of Prior Year Equity Awards Vested in Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 789,138        
Non-PEO NEO | Prior Year End Fair Value of Equity Awards Granted in Any Prior Year that Fail to Meet Applicable Vesting Conditions During Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount 0        
Non-PEO NEO | Dividends or Other Earnings Paid on Equity Awards not Otherwise Reflected in Total Compensation for Covered Year          
Pay vs Performance Disclosure          
Adjustment to Compensation, Amount $ 0        
v3.26.1
Award Timing Disclosure
12 Months Ended
Dec. 31, 2025
Award Timing Disclosures [Line Items]  
Award Timing MNPI Disclosure Our Compensation Committee does not coordinate the timing of equity grants with the release of material non-
public information. Our Compensation Committee generally grants equity awards for executive officers on an
annual basis in the first quarter of the year based upon a pre-determined schedule set well in advance and for
new hires on an ad hoc basis around the hire date. For the Integration Awards, our Compensation Committee
approved such grants prior to closing to be made on the 7th day (or first business day thereafter) following the
close of the acquisition of Mr. Cooper to provide for flexibility as to the actual closing date, and consequently,
the Integration Awards were granted on October 8, 2025, the seventh day after the closing date of
October 1, 2025. Our Compensation Committee does not otherwise grant equity awards in anticipation of the
release of material non-public information, and it does not otherwise time the release of material non-public
information based on equity award grant dates.
Award Timing Method Our Compensation Committee generally grants equity awards for executive officers on an
annual basis in the first quarter of the year based upon a pre-determined schedule set well in advance and for
new hires on an ad hoc basis around the hire date.
Award Timing Predetermined true
Award Timing MNPI Considered true
Award Timing, How MNPI Considered Our Compensation Committee does not otherwise grant equity awards in anticipation of the
release of material non-public information, and it does not otherwise time the release of material non-public
information based on equity award grant dates.
MNPI Disclosure Timed for Compensation Value false
v3.26.1
Insider Trading Policies and Procedures
12 Months Ended
Dec. 31, 2025
Insider Trading Policies and Procedures [Line Items]  
Insider Trading Policies and Procedures Adopted true