SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* PCP MANAGERS GP, LLC (Last) (First) (Middle) FOUR EMBARCADERO CENTER SUITE 3610 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/10/2021	3. Issuer Name and Ticker or Trading Symbol loanDepot, Inc. [ LDI ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock, par value $0.01 per share	1,000	I	See Footnotes(1)(2)(3)(4)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* PCP MANAGERS GP, LLC (Last) (First) (Middle) FOUR EMBARCADERO CENTER SUITE 3610 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* PCP MANAGERS, L.P. (Last) (First) (Middle) FOUR EMBARCADERO CENTER SUITE 3610 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* PARTHENON CAPITAL PARTNERS FUND II, LP (Last) (First) (Middle) FOUR EMBARCADERO CENTER SUITE 3610 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* PCP Partners IV, L.P. (Last) (First) (Middle) FOUR EMBARCADERO CENTER SUITE 3610 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* PARTHENON INVESTORS IV, L.P. (Last) (First) (Middle) FOUR EMBARCADERO CENTER SUITE 3610 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* PARTHENON CAPITAL PARTNERS FUND, LP (Last) (First) (Middle) FOUR EMBARCADERO CENTER SUITE 3610 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* PCap III, LLC (Last) (First) (Middle) FOUR EMBARCADERO CENTER SUITE 3610 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* PCap Partners III, LLC (Last) (First) (Middle) FOUR EMBARCADERO CENTER SUITE 3610 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* PCap Associates (Last) (First) (Middle) FOUR EMBARCADERO CENTER SUITE 3610 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Parthenon Investors III LP (Last) (First) (Middle) FOUR EMBARCADERO CENTER SUITE 3610 (Street) SAN FRANCISCO CA 94111 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. On February 10, 2021, loanDepot, Inc.'s (the "Company") registration statement on Form S-1 (File No. 333-252024) was declared effective for its initial public offering ("IPO") of Class A Common Stock.

2. loanDepot.com, LLC is the sole direct owner of all of the 1,000 outstanding shares of Common Stock of the Company. LD Holdings Group LLC ("LD Holdings") is the sole direct owner of all of the outstanding membership interests of loanDepot.com. All of the outstanding units in LD Holdings are directly or indirectly owned by (a) PCP Managers GP, L.P. (for which decision making is controlled by Mr. Ament and Mr. Golson) and its affiliates ((1) PCP Investors IV, L.P. (the general partner of which is PCP Partners IV, L.P., the general partner of which is PCP Managers L.P., the general partner of which is PCP Managers GP, LLC), (2) Parthenon Investors III, L.P. (the general partner of which is PCap Partners III, LLC, the sole managing member of which is PCap III, LLC, the sole managing member of which is PCP Managers , L.P., the general partner of which is PCP Managers GP, LLC), (3) PCP Managers, L.P. (the general partner of which is PCP Managers GP, LLC),

3. (Continued from footnote 2) (4) PCap Associates (the general partner of which is PCap Partners III, LLC, the sole managing member of which is PCap III, LLC, the sole managing member of which is PCP Managers , L.P., the general partner of which is PCP Managers GP, LLC), (5) Parthenon Capital Partners Fund, L.P. (the sole managing member of which is PCP Managers, L.P., the general partner of which is PCP Managers GP, LLC) and (6) Parthenon Capital Partners Fund II, L.P. (the sole managing member of which is PCP Managers , L.P., the general partner of which is PCP Managers GP, LLC) and (b) Anthony Hsieh or entities controlled by him. Pursuant to the terms of the LLC Agreement of LD Holdings, PCP Managers, L.P. and Anthony Hsieh and/or entities controlled by him have joint voting and investment power over all of the outstanding units in LD Holdings.

4. Each of the Reporting Persons expressly disclaims beneficial ownership of the equity securities reported herein, except to the extent of their respective pecuniary interests therein, and the filing of this Form 3 shall not be construed as an admission that any such Reporting Person is the beneficial owner of any equity securities covered by this Form 3.

Remarks:

Exhibit 24: Power of Attorney. Exhibit 99.1 Signatures Form 1 of 2.

	/s/ Peter Macdonald, as Attorney-in-Fact for Joseph Taveira, Chief Financial Officer	02/10/2021
	See Signatures Included in Exhibit 99.1	02/10/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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