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* Snow Phipps Group AIV, L.P. (Last) (First) (Middle) C/O SNOW PHIPPS GROUP, LLC 667 MADISON AVENUE, 10TH FLOOR (Street) NEW YORK, NY 10065 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 01/17/2020	3. Issuer Name and Ticker or Trading Symbol Velocity Financial, LLC [ VEL ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) X 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	6,425,151	I	Held through Snow Phipps Group AIV, L.P(1)(6)
Common Stock	61,719	I	Held through Snow Phipps Group (B), L.P(2)(6)
Common Stock	207,669	I	Held through Snow Phipps Group AIV (Offshore), L.P.(3)(6)
Common Stock	334,571	I	Held through Snow Phipps Group (RPV), L.P.(4)(6)
Common Stock	48,851	I	Held through SPG Co-Investment, L.P.(5)(6)

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* Snow Phipps Group AIV, L.P. (Last) (First) (Middle) C/O SNOW PHIPPS GROUP, LLC 667 MADISON AVENUE, 10TH FLOOR (Street) NEW YORK, NY 10065 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Snow Phipps Group (B), L.P. (Last) (First) (Middle) C/O SNOW PHIPPS GROUP, LLC 667 MADISON AVENUE, 10TH FLOOR (Street) NEW YORK NY 10065 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Snow Phipps Group AIV (Offshore), L.P. (Last) (First) (Middle) C/O SNOW PHIPPS GROUP, LLC 667 MADISON AVENUE, 10TH FLOOR (Street) NEW YORK NY 10065 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Snow Phipps Group (RPV), L.P. (Last) (First) (Middle) C/O SNOW PHIPPS GROUP, LLC 667 MADISON AVENUE, 10TH FLOOR (Street) NEW YORK NY 10065 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SPG Co-Investment, L.P. (Last) (First) (Middle) C/O SNOW PHIPPS GROUP, LLC 667 MADISON AVENUE, 10TH FLOOR (Street) NEW YORK NY 10065 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* SPG GP, LLC (Last) (First) (Middle) C/O SNOW PHIPPS GROUP, LLC 667 MADISON AVENUE, 10TH FLOOR (Street) NEW YORK NY 10065 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

1. Name and Address of Reporting Person* Snow Ian K (Last) (First) (Middle) C/O SNOW PHIPPS GROUP, LLC 667 MADISON AVENUE, 10TH FLOOR (Street) NEW YORK NY 10065 (City) (State) (Zip) Relationship of Reporting Person(s) to Issuer X Director X 10% Owner Officer (give title below) Other (specify below)

Explanation of Responses:

1. These shares are directly held by Snow Phipps Group AIV, L.P.

2. These shares are directly held by Snow Phipps Group (B), L.P.

3. These shares are directly held by Snow Phipps Group AIV (Offshore), L.P.

4. These shares are directly held by Snow Phipps Group (RPV), L.P.

5. These shares are directly held by SPG Co-Investment, L.P.

6. SPG GP, LLC (the "General Partner") is the general partner of Snow Phipps Group AIV, L.P., Snow Phipps Group (B), L.P., Snow Phipps Group AIV (Offshore), L.P., Snow Phipps Group (RPV), L.P. and SPG Co-vestment, L.P. (collectively, the "Fund Entities"). Ian K. Snow serves as the managing member of the General Partner. Each of the Reporting Persons may be deemed a director by deputization of the Issuer. This filing shall not be deemed an admission that any of them is a director by deputization or, for purposes of Section 16 of the Exchange Act or otherwise, that the Reporting Persons are the beneficial owners of any equity securities in excess of their respective pecuniary interests, and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any

Remarks:

Exhibit List Exhibit 24 - Confirming Statement by Written Consent of the Manager Member of SPG GP LLC

	/s/ Alan Mantel, as authorized signatory of SPG GP, LLC	01/17/2020
	/s/ Alan Mantel, as authorized signatory of SPG GP, LLC, the general partner of Snow Phipps Group AIV, L.P.	01/17/2020
	/s/ Alan Mantel, as authorized signatory of SPG GP, LLC, the general partner of Snow Phipps Group (B), L.P.	01/17/2020
	/s/ Alan Mantel, as authorized signatory of SPG GP, LLC, the general partner of Snow Phipps Group AIV (Offshore), L.P.	01/17/2020
	/s/ Alan Mantel, as authorized signatory of SPG GP, LLC, the general partner of Snow Phipps Group (RPV), L.P.	01/17/2020
	/s/ Alan Mantel, as authorized signatory of SPG GP, LLC, the general partner of SPG Co-Investment, L.P.	01/17/2020
	/s/ Alan Mantel, as authorized signatory of Ian K. Snow	01/17/2020
	** Signature of Reporting Person	Date
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