COOP 10-K Annual Report Dec. 31, 2022 | Alphaminr
Mr. Cooper Group Inc.
ALPHAMINR

COOP 10-K Fiscal year ended Dec. 31, 2022

Balance Sheet
Cash Flow
Income Statement
Debt
MR. COOPER GROUP INC.
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TABLE OF CONTENTS
Part IItem 1. BusinessNote 3, DispositionsNote 20, Segment InformationItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsNote 19, Commitments and ContingenciesItem 4. Mine Safety DisclosuresPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. [reserved]Item 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsNote 3, Dispositions,Note 4, Mortgage Servicing Rights and Related LiabilitiesNote 17, Fair Value MeasurementsNote 12, IndebtednessNote 13, Securitizations and FinancingsNote 18, Capital RequirementsNote 8, Leases,Note 1, Nature Of Business and Basis Of PresentationItem 7A. Quantitative and Qualitative Disclosures About Market RiskNote 11, Derivative Financial InstrumentsItem 8. Financial Statements and Supplementary DataNote 12, Indebtedness,Note 4, Mortgage Servicing Rights and Related Liabilities, andNote 5, Advances and Other ReceivablesNote 2, Significant Accounting PoliciesNote 8, LeasesNote 9, Loans Subject To Repurchase From Ginnie MaeItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationItem 9C. Disclosure Regarding Foreign Jurisdictions That Prevent InspectionsPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesItem 15. Exhibits and Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

2.1+ Stock Purchase Agreement, dated as of March 12, 2021, by and among Title365 Holding Co., Xome Holdings LLC, Blend Labs, Inc. and solely for the purposes set forth therein, the Company 8-K 001-14667 2.1 03/15/2021 2.2+ Contribution Agreement, dated as of February 10, 2022, by and among Nationstar Mortgage LLC, Sagent M&C, LLC and solely for the purposes set forth therein, Mr. Cooper Group Inc. 8-K 001-14667 2.1 02/11/2022 3.1 Amended and Restated Certificate of Incorporation of the Company, as amended. 8-K 001-14667 3.1 10/10/2018 3.2 Amended and Restated Bylaws of the Company 10-Q 001-14667 3.2 11/09/2018 4.1 Form of Stock Certificate 10-Q 001-14667 4.1 11/01/2019 4.2 Description of Common Stock 4.3 Indenture, dated as of January 16, 2020, among Nationstar Mortgage Holdings Inc. as Issuer, the Company as Parent Guarantor, the guarantors thereto and Wells Fargo Bank, National Association as Trustee 10-K 001-14667 4.14 02/28/2020 4.4 Indenture, dated as of August 6, 2020, among Nationstar Mortgage Holdings Inc. as Issuer, the Company as Parent Guarantor, the guarantors thereto and Wells Fargo Bank, National Association as Trustee 8-K 001-14667 4.1 08/06/2020 4.5 Indenture, dated as of December 4, 2020, among Nationstar Mortgage Holdings Inc. as Issuer, the Company as Parent Guarantor, the guarantors thereto and Wells Fargo Bank, National Association as Trustee 8-K 001-14667 4.1 12/04/2020 4.6 Indenture, dated as of November 4, 2021, among Nationstar Mortgage Holdings Inc. as Issuer, the Company as Parent Guarantor, the guarantors thereto and Computershare Trust Company, N.A. as Trustee 8-K 001-14667 4.1 11/04/2021 10.1 Mortgage Loan Participation Purchase and Sale Agreement, dated March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.18 03/15/2013 10.2 Amendment Number One, dated February 29, 2012, to the Mortgage Loan Participation Purchase and Sale Agreement, dated March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.19 03/15/2013 10.3 Amendment Number Two, dated August 28, 2012, to the Mortgage Loan Participation Purchase and Sale Agreement, dated March 25, 2011, among Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.20 03/15/2013 10.4 Amendment Number Three, dated December 24, 2012, to the Mortgage Loan Participation Purchase and Sale Agreement, dated March 25, 2012, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.21 03/15/2013 10.5 Amendment Number Four, dated July 18, 2013, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-Q 001-35449 10.11 11/14/2013 10.6 Amendment Number Five, dated July 24, 2013, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-Q 001-35449 10.12 11/14/2013 10.7 Amendment Number Six, dated September 20, 2013, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-Q 001-35449 10.13 11/14/2013 10.8 Amendment Number Seven, dated August 21, 2014, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011 between Barclays Bank PLC and Nationstar Mortgage LLC 10-Q 001-35449 10.3 11/07/2014 10.9 Amendment Number Eight, dated October 20, 2014, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-Q 001-35449 10.4 11/07/2014 10.10 Amendment Number Nine, dated October 19, 2015, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.28 03/01/2016 10.11 Amendment Number Ten, dated October 17, 2016, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.17 03/09/2017 10.12 Amendment Number Eleven, dated October 31, 2016, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.18 03/09/2017 10.13 Amendment Number Twelve, dated October 30, 2017, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-35449 10.18 03/02/2018 10.14 Amendment Number Thirteen, dated March 22, 2018, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-Q 001-35449 10.1 05/10/2018 10.15 Amendment Number Fourteen, dated October 24, 2018, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-14667 10.17 03/11/2019 10.16 Amendment Number Fifteen, dated November 20, 2018, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-K 001-14667 10.18 03/11/2019 10.17 Amendment Number Sixteen, dated January 28, 2019, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-Q 001-14667 10.1 05/08/2019 10.18 Amendment Number Seventeen, dated March 29, 2019, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-Q 001-14667 10.2 05/08/2019 10.19 Amendment Number Eighteen, dated April 3, 2019, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011, between Barclays Bank PLC and Nationstar Mortgage LLC 10-Q 001-14667 10.1 08/02/2019 10.20 Amendment Number Nineteen, dated March 30, 2020, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011 between Barclays Bank PLC, as Agent and Nationstar Mortgage LLC, as Seller 10-K 001-14667 10.22 02/23/2021 10.21 Amendment Number Twenty, dated September 11, 2020, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011 between Barclays Bank PLC, as Agent and Nationstar Mortgage LLC, as Seller 10-Q 001-14667 10.2 10/29/2020 10.22 Amendment Number Twenty-One, dated December 18, 2020, to the Mortgage Loan Participation Purchase and Sale Agreement, dated as of March 25, 2011 between Barclays Bank PLC, as Agent and Nationstar Mortgage LLC, as Seller 10-K 001-14667 10.24 02/23/2021 10.23 Amended and Restated Receivables Pooling Agreement, dated January 31, 2013, between Nationstar Agency Advance Funding LLC (depositor) and Nationstar Agency Advance Funding Trust (issuer) 8-K 001-35449 10.5 02/06/2013 10.24 Amended and Restated Receivables Sale Agreement, dated January 31, 2013, between Nationstar Mortgage LLC (receivables seller and servicer) and Nationstar Agency Advance Funding LLC (depositor) 8-K 001-35449 10.6 02/06/2013 10.25 Second Amended and Restated Master Repurchase Agreement, dated January 29, 2016, between Barclays Bank PLC, as purchaser and agent, Sutton Funding LLC, as purchaser, and Nationstar Mortgage LLC, as seller 10-Q 001-35449 10.1 05/05/2016 10.26 Amendment Number One dated as of June 24, 2016 to the Second Amended and Restated Master Repurchase Agreement dated January 29, 2016 among Barclays Bank PLC, as purchaser and agent, Sutton Funding LLC, as a purchaser, and Nationstar Mortgage LLC, as seller 10-Q 001-35449 10.2 08/09/2016 10.27 Amendment Number Two dated as of October 17, 2016 to the Second Amended and Restated Master Repurchase Agreement dated January 29, 2016 among Barclays Bank PLC, as purchaser and agent, Sutton Funding LLC, as a purchaser, and Nationstar Mortgage LLC, as seller 10-K 001-35449 10.21 03/09/2017 10.28 Amendment Number Three dated as of October 31, 2016 to the Second Amended and Restated Master Repurchase Agreement dated January 29, 2016 among Barclays Bank PLC, as purchaser and agent, Sutton Funding LLC, as a purchaser, and Nationstar Mortgage LLC, as seller 10-K 001-35449 10.22 03/09/2017 10.29 Amendment Number Four dated as of October 30, 2017 to the Second Amended and Restated Master Repurchase Agreement dated January 29, 2016 among Barclays Bank PLC, as purchaser and agent, Sutton Funding LLC, as a purchaser, and Nationstar Mortgage LLC, as seller 10-K 001-35449 10.23 03/02/2018 10.30 Amendment Number Five dated as of March 22, 2018 to the Second Amended and Restated Master Repurchase Agreement dated January 29, 2016 among Barclays Bank PLC, as purchaser and agent, and Nationstar Mortgage LLC, as seller 10-Q 001-35449 10.2 05/10/2018 10.31 Amendment Number Six dated as of May29, 2018 to the Second Amended and Restated Master Repurchase Agreement dated January 29, 2016 among Barclays Bank PLC, as purchaser and agent and Nationstar Mortgage LLC, as seller 10-Q 001-35449 10.1 08/03/2018 10.32 Amendment Number Seven dated as of October24, 2018 to the Second Amended and Restated Master Repurchase Agreement dated January 29, 2016 among Barclays Bank PLC, as purchaser and agent, and Nationstar Mortgage LLC, as seller 10-K 001-14667 10.26 03/11/2019 10.33 Amendment Number Eight dated as of November20, 2018 to the Second Amended and Restated Master Repurchase Agreement dated January 29, 2016 among Barclays Bank PLC, as purchaser and agent, and Nationstar Mortgage LLC, as seller 10-K 001-14667 10.27 03/11/2019 10.34 Amendment Number Nine dated as of January 28, 2019 to the Second Amended and Restated Master Repurchase Agreement dated January 29, 2016 among Barclays Bank PLC, as purchaser and agent, and Nationstar Mortgage LLC, as seller 10-Q 001-14667 10.3 05/08/2019 10.35 Amendment Number Ten dated as of March 29, 2019 to the Second Amended and Restated Master Repurchase Agreement dated January 29, 2016 among Barclays Bank PLC, as purchaser and agent, and Nationstar Mortgage LLC, as seller 10-Q 001-14667 10.4 05/08/2019 10.36 Amendment Number Eleven, dated as of April 3, 2019 to the Second Amended and Restated Master Repurchase Agreement, dated January 29, 2016, among Barclays Bank PLC, as purchaser and agent, and Nationstar Mortgage LLC, as seller 10-Q 001-14667 10.2 08/02/2019 10.37 Amendment Number Twelve dated as of October 25, 2019 to the Second Amended and Restated Master Repurchase Agreement dated January 29, 2016 among Barclays Bank PLC, as purchaser and agent, and Nationstar Mortgage LLC, as seller 10-K 001-14667 10.34 02/28/2020 10.38 Amendment Number Thirteen dated March 30, 2020 to the Second Amended and Restated Master Repurchase Agreement dated as of January 29, 2016 between Barclays Bank PLC, as agent and Nationstar Mortgage LLC, as seller 10-Q 001-14667 10.3 04/30/2020 10.39 Amendment Number Fourteen dated September 11, 2020 to the Second Amended and Restated Master Repurchase Agreement dated as of January 29, 2016 between Barclays Bank PLC, as agent and Nationstar Mortgage LLC, as seller 10-Q 001-14667 10.1 10/29/2020 10.40 Amendment Number Fifteen dated October 26, 2020 to the Second Amended and Restated Master Repurchase Agreement dated as of January 29, 2016 between Barclays Bank PLC, as agent and Nationstar Mortgage LLC, as seller 10-K 001-14667 10.40 02/23/2021 10.41 Amendment Number Sixteen dated December 18, 2020 to the Second Amended and Restated Master Repurchase Agreement dated as of January 29, 2016 between Barclays Bank PLC, as agent and Nationstar Mortgage LLC, as seller 10-K 001-14667 10.41 02/23/2021 10.42 Amendment Number Seventeen dated July 9, 2021 to the Second Amended and Restated Master Repurchase Agreement dated as of January 29, 2016 between Barclays Bank PLC, as agent and Nationstar Mortgage LLC, as seller 10-Q 001-14667 10.1 10/28/2021 10.43 Amendment Number Eighteen dated September 30, 2021 to the Second Amended and Restated Master Repurchase Agreement dated as of January 29, 2016 between Barclays Bank PLC, as agent and Nationstar Mortgage LLC, as seller 10-Q 001-14667 10.2 10/28/2021 10.44 Amendment Number Nineteen dated June 3, 2022 to the Second Amended and Restated Master Repurchase Agreement dated as of January 29, 2016 between Barclays Bank PLC, as agent and Nationstar Mortgage LLC, as seller 10-Q 001-14667 10.7 07/27/2022 10.45 Amendment Number Twenty dated September 30, 2022 to the Second Amended and Restated Master Repurchase Agreement dated as of January 29, 2016 between Barclays Bank PLC, as agent and Nationstar Mortgage LLC, as seller 10-Q 001-14667 10.1 10/26/2022 10.46 Mortgage Loan Participation Sale Agreement dated as of August 30, 2016 between JPMorgan Chase Bank, National Association, as purchaser and Nationstar Mortgage LLC, as seller, conformed through Amendment No. 7 10-Q 001-14667 10.1 07/27/2022 10.47 Omnibus Amendment, Consent and Acknowledgment Agreement, effective as of February 1, 2019 to Mortgage Loan Participation Sale Agreement dated as of August 30, 2016 by and between JPMorgan Chase Bank, National Association, as Purchaser and Nationstar Mortgage LLC (successor by merger to Pacific Union Financial, LLC), as seller 10-Q 001-14667 10.2 07/27/2022 10.48 Master Repurchase Agreement dated as of May 17, 2019 among Nationstar Sub 1J LLC and Nationstar REO Sub 1J LLC, as seller parties, Nationstar Mortgage LLC, as guarantor and JPMorgan Chase Bank, National Association, as buyer, conformed through Amendment No. 9 10-Q 001-14667 10.3 07/27/2022 10.49 Loan and Security Agreement dated as of August 20, 2020 among Nationstar Mortgage LLC, as borrower, Morgan Stanley Bank, N.A., as initial lender and Morgan Stanley Mortgage Capital Holdings LLC, as administrative agent 10-Q 001-14667 10.4 07/27/2022 10.50 Amendment No. 1 dated as of September 17, 2021 to Loan and Security Agreement dated as of August 20, 2020 among Nationstar Mortgage LLC, as borrower, Morgan Stanley Bank, N.A., as initial lender and Morgan Stanley Mortgage Capital Holdings LLC, as administrative agent 10-Q 001-14667 10.5 07/27/2022 10.51 Amendment No. 2 dated as of August 3, 2022 to Loan and Security Agreement dated as of August 20, 2020 among Nationstar Mortgage LLC, as borrower, Morgan Stanley Bank, N.A., as lender and Morgan Stanley Mortgage Capital Holdings LLC, as administrative agent 10-Q 001-14667 10.2 10/26/2022 10.52 Third Amended and Restated Master Repurchase Agreement, entered into as of August 31, 2020 by and between Bank of America, N.A., as buyer and Nationstar Participation Sub 1BM LLC, as seller, and acknowledged, guaranteed and agreed to by Nationstar Mortgage LLC, as guarantor or pledgor 10-Q 001-14667 10.6 07/27/2022 10.53 Conformed Amendments through Amendment Number 3, dated August 12, 2022, to Third Amended and Restated Master Repurchase Agreement, entered into as of August 31, 2020 by and between Bank of America, N.A., as buyer and Nationstar Participation Sub 1BM LLC, as seller, and acknowledged, guaranteed and agreed to by Nationstar Mortgage LLC, as guarantor or pledgor 10-Q 001-14667 10.3 10/26/2022 10.54 Amendment Number 4, dated October 21, 2022, to Third Amended and Restated Master Repurchase Agreement, entered into as of August 31, 2020 by and between Bank of America, N.A., as buyer and Nationstar Participation Sub 1BM LLC, as seller, and acknowledged, guaranteed and agreed to by Nationstar Mortgage LLC, as guarantor or pledgor 10.55** Offer Letter, dated as of December 11, 2018 by and between the Company and Christopher Marshall 8-K 001-14667 10.1 12/12/2018 10.56** Offer Letter and Acceptance, dated January 15, 2020, between the Company and Mike Rawls 10-Q 001-14667 10.3 10/29/2020 10.57** Offer Letter and Acceptance, dated February 12, 2021, between the Company and Kurt Johnson 10.58** Offer Letterand Acceptance,dated as of April 21, 2022 by and between the Company and Jaime Gow 10-Q 001-14667 10.4 04/28/2022 10.59** Nationstar Mortgage Holdings Inc. Second Amended and Restated 2012 Incentive Compensation Plan 8-K 001-35449 10.1 05/12/2016 10.60** Amendment to the Nationstar Mortgage Holdings Inc. Second Amended and Restated 2012 Incentive Compensation Plan 8-K 001-14667 10.2 08/01/2018 10.61** Form of Restricted Stock Unit Agreement for Employees under the Amended and Restated 2012 Incentive Compensation Plan 10-Q 001-35449 10.5 05/07/2015 10.62** Mr. Cooper Group Inc. 2019 Omnibus Incentive Plan S-8 333-231552 99.1 05/16/2019 10.63** Form of Grant Notice and Restricted Stock Unit Award Agreement-Employees 8-K 001-14667 10.2 05/17/2019 10.64** Form of 2022 Grant Notice and Restricted Stock Unit Award Agreement-Employee (No Retirement Provision) 10-Q 001-14667 10.1 04/28/2022 10.65** Form of 2022 Performance Stock Unit Agreement Employee (Standard Retirement Provision) 10-Q 001-14667 10.2 04/28/2022 10.66** Form of 2022 Performance Stock Unit Agreement Employee (Special Retirement Provision) 10-Q 001-14667 10.3 04/28/2022 10.67** Form of Grant Notice and Restricted Stock Unit Award Agreement-Non-Employee Directors 8-K 001-14667 10.3 05/17/2019 10.68** Form of Performance Stock Unit Agreement - Employee 10-Q 001-14667 10.1 04/29/2021 10.69** Form of Performance Stock Unit Agreement - Special Retirement Provisions 10-Q 001-14667 10.2 04/29/2021 10.70** Form of Indemnification Agreement with directors and officers 8-K 001-14667 10.1 05/13/2015 21.1 Subsidiaries of the Registrant 23.1 Consent of Ernst & Young LLP 31.1 Certification by Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934 and Section 302 of the Sarbanes-Oxley Act of 2002 31.2 Certification by Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934 and Section 302 of the Sarbanes-Oxley Act of 2002 32.1 Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 32.2 Certification by Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002