KKR Wand Investors Corp - Aug 2, 2021 Form 4 Insider Report for Mr. Cooper Group Inc. (COOP)

Role: 10%+ Owner
Signature: KKR WAND HOLDINGS CORPORATION, By: /s/ Terence P. Gallagher, Name: Terence P. Gallagher, Title: Attorney-in-fact for Christopher J. Harrington, Director
Stock symbol: COOP
Transactions as of: Aug 2, 2021
Transactions value $: -$396,075,396
Form type: 4
Date filed: 8/3/2021, 05:06 PM

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	COOP	Common Stock	Sale	-$44M	-1.32M	-100%	$33.25	0	Aug 2, 2021	See footnotes	F1, F3, F4
transaction	COOP	Common Stock	Sale	-$324M	-9.75M	-100%	$33.25	0	Aug 2, 2021	See footnotes	F2, F3, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	COOP	Series A Convertible Preferred Stock	Sale	-$27.9M	-1M	-100%	$27.89	0	Aug 2, 2021	Common Stock	839K	$13.20	See Footnotes	F1, F3, F4, F5, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

KKR Wand Investors Corp is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Represents securities held directly by KKR Wand Holdings Corporation. The sole directors and holders of voting stock of KKR Wand Holdings Corporation are Christopher J. Harrington and Simon Greene, each of whom is an executive of Kohlberg Kravis Roberts & Co. L.P., which is an affiliate of KKR Group Partnership L.P. KKR Group Partnership L.P. owns 100% of the economic interest in KKR Wand Holdings Corporation.
F2	Represents securities held directly by KKR Wand Investors Corporation. The sole directors and holders of voting stock of KKR Wand Investors Corporation are Christopher J. Harrington and Simon Greene, each of whom is an executive of Kohlberg Kravis Roberts & Co. L.P., which is an affiliate of KKR Group Partnership L.P. KKR Wand Investors L.P. owns 100% of the economic interest in KKR Wand Investors Corporation. KKR Wand GP LLC is the general partner of KKR Wand Investors L.P. KKR Wand GP LLC is a wholly owned subsidiary of KKR Group Partnership L.P.
F3	KKR Group Holdings Corp. is the general partner of KKR Group Partnership L.P. KKR & Co. Inc. is the sole shareholder of KKR Group Holdings Corp. KKR Management LLP is the Series I preferred stockholder of KKR & Co. Inc. Messrs. Henry R. Kravis and George R. Roberts are the founding partners of KKR Management LLP.
F4	Each of the Reporting Persons may be deemed to be the beneficial owner of all or a portion of the securities reported herein. The filing of this statement shall not be deemed to be an admission that the Reporting Persons are subject to Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or that, for purposes of Section 16 of the Exchange Act or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein, and the Reporting Persons disclaim beneficial ownership of such securities except to the extent of their pecuniary interest therein.
F5	The Series A Convertible Preferred Stock is immediately convertible.
F6	The price per share of the Series A Convertible Preferred Stock is equal to a price of $33.25 per underlying share of Common Stock.

Remarks:

Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons have filed a separate Form 4.