10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)
☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2024

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to

Commission File Number: 001-35000

Walker & Dunlop, Inc.

(Exact name of registrant as specified in its charter)

Maryland	80-0629925
(State or other jurisdiction of	(I.R.S. Employer Identification No.)
incorporation or organization)

7272 Wisconsin Avenue, Suite 1300

Bethesda, Maryland 20814

(301) 215-5500

(Address of principal executive offices)(Zip Code)(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address, and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.01 Par Value Per Share	WD	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer ☒  ​ Smaller Reporting Company ☐ Accelerated Filer ☐ ​ Emerging Growth Company ☐ Non-accelerated Filer ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of October 28, 2024, there were 33,766,571 total shares of common stock outstanding.

Walker & Dunlop, Inc.
Form 10-Q
INDEX

		Page
PART I	FINANCIAL INFORMATION	3
Item 1.	Financial Statements	3
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	30
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	63
Item 4.	Controls and Procedures	64
PART II	OTHER INFORMATION	65
Item 1.	Legal Proceedings	65
Item 1A.	Risk Factors	65
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	65
Item 3.	Defaults Upon Senior Securities	66
Item 4.	Mine Safety Disclosures	66
Item 5.	Other Information	66
Item 6.	Exhibits	67
	Signatures	68

PART I

FINANCIAL INFORMATION

Item 1. Financial Statements

Walker & Dunlop, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(In thousands, except per share data)

(Unaudited)

		September 30, 2024	December 31, 2023
Assets
Cash and cash equivalents	$	179,759	$	328,698
Restricted cash		39,827		21,422
Pledged securities, at fair value		203,945		184,081
Loans held for sale, at fair value		1,024,984		594,998
Mortgage servicing rights		836,896		907,415
Goodwill		901,710		901,710
Other intangible assets		170,713		181,975
Receivables, net		307,407		233,563
Committed investments in tax credit equity		333,713		154,028
Other assets		580,277		544,457
Total assets	$	4,579,231	$	4,052,347
Liabilities
Warehouse notes payable	$	1,019,850	$	596,178
Notes payable		769,376		773,358
Allowance for risk-sharing obligations		29,859		31,601
Commitments to fund investments in tax credit equity		289,250		140,259
Other liabilities		724,543		764,822
Total liabilities	$	2,832,878	$	2,306,218
Stockholders' Equity
Preferred stock (authorized 50,000 shares; none issued)	$	—	$	—
Common stock ($0.01 par value; authorized 200,000 shares; issued and outstanding 33,189 shares as of September 30, 2024 and 32,874 shares as of December 31, 2023)		332		329
Additional paid-in capital ("APIC")		412,570		425,488
Accumulated other comprehensive income (loss) ("AOCI")		1,466		(479)
Retained earnings		1,295,459		1,298,412
Total stockholders’ equity	$	1,709,827	$	1,723,750
Noncontrolling interests		36,526		22,379
Total equity	$	1,746,353	$	1,746,129
Commitments and contingencies (NOTES 2 and 9)		—		—
Total liabilities and equity	$	4,579,231	$	4,052,347

See accompanying notes to condensed consolidated financial statements.

3

Walker & Dunlop, Inc. and Subsidiaries

Condensed Consolidated Statements of Income and Comprehensive Income

(In thousands, except per share data)

(Unaudited)

	For the three months ended				For the nine months ended
	September 30,				September 30,
	2024		2023		2024		2023
Revenues
Loan origination and debt brokerage fees, net	$	73,546	$	56,149	$	182,620	$	168,201
Fair value of expected net cash flows from servicing, net		43,426		35,375		97,673		107,446
Servicing fees		82,222		79,200		242,683		232,027
Property sales broker fees		19,322		16,862		39,408		38,831
Investment management fees		11,744		13,362		40,086		44,844
Net warehouse interest income (expense)		(2,147)		(2,031)		(4,847)		(3,556)
Placement fees and other interest income		43,557		43,000		123,999		109,310
Other revenues		20,634		26,826		69,417		83,001
Total revenues	$	292,304	$	268,743	$	791,039	$	780,104
Expenses
Personnel	$	145,538	$	136,507	$	390,068	$	388,425
Amortization and depreciation		57,561		57,479		169,495		170,737
Provision (benefit) for credit losses		2,850		421		6,310		(11,088)
Interest expense on corporate debt		18,232		17,594		53,765		49,878
Goodwill impairment		—		14,000		—		14,000
Fair value adjustments to contingent consideration liabilities		(1,366)		(14,000)		(1,366)		(14,000)
Other operating expenses		31,984		28,529		93,386		83,322
Total expenses	$	254,799	$	240,530	$	711,658	$	681,274
Income from operations	$	37,505	$	28,213	$	79,381	$	98,830
Income tax expense		8,822		7,069		19,588		24,695
Net income before noncontrolling interests	$	28,683	$	21,144	$	59,793	$	74,135
Less: net income (loss) from noncontrolling interests		(119)		(314)		(3,538)		(1,623)
Walker & Dunlop net income	$	28,802	$	21,458	$	63,331	$	75,758
Net change in unrealized gains (losses) on pledged available-for-sale securities, net of taxes		1,051		(399)		1,945		(296)
Walker & Dunlop comprehensive income	$	29,853	$	21,059	$	65,276	$	75,462
Basic earnings per share (NOTE 10)	$	0.85	$	0.64	$	1.87	$	2.26
Diluted earnings per share (NOTE 10)	$	0.85	$	0.64	$	1.87	$	2.25
Basic weighted-average shares outstanding		33,169		32,737		33,090		32,654
Diluted weighted-average shares outstanding		33,203		32,895		33,135		32,853

See accompanying notes to condensed consolidated financial statements.

4

Walker & Dunlop, Inc. and Subsidiaries

Consolidated Statements of Changes in Equity

(In thousands, except per share data)

(Unaudited)

	For the three and nine months ended September 30, 2024
		Stockholders' Equity
	Common Stock							Retained		Noncontrolling		Total
	Shares	Amount		APIC		AOCI		Earnings		Interests		Equity
Balance as of December 31, 2023	32,874	$	329	$	425,488	$	(479)	$	1,298,412	$	22,379	$	1,746,129
Walker & Dunlop net income	—		—		—		—		11,866		—		11,866
Net income (loss) from noncontrolling interests	—		—		—		—		—		(1,051)		(1,051)
Other comprehensive income (loss), net of tax	—		—		—		(13)		—		—		(13)
Stock-based compensation - equity classified	—		—		5,842		—		—		—		5,842
Issuance of common stock in connection with equity compensation plans	322		3		5,642		—		—		—		5,645
Repurchase and retirement of common stock	(101)		(1)		(9,788)		—		—		—		(9,789)
Distributions to noncontrolling interest holders	—		—		—		—		—		(500)		(500)
Cash dividends paid ($0.65 per common share)	—		—		—		—		(21,965)		—		(21,965)
Other activity	—		—		—		—		—		(256)		(256)
Balance as of March 31, 2024	33,095	$	331	$	427,184	$	(492)	$	1,288,313	$	20,572	$	1,735,908
Walker & Dunlop net income	—		—		—		—		22,663		—		22,663
Net income (loss) from noncontrolling interests	—		—		—		—		—		(2,368)		(2,368)
Other comprehensive income (loss), net of tax	—		—		—		907		—		—		907
Stock-based compensation - equity classified	—		—		6,608		—		—		—		6,608
Issuance of common stock in connection with equity compensation plans	50		—		169		—		—		—		169
Repurchase and retirement of common stock	(8)		—		(809)		—		—		—		(809)
Distributions to noncontrolling interest holders	—		—		—		—		—		(36)		(36)
Purchase of noncontrolling interests	—		—		(25,726)		—		—		18,726		(7,000)
Cash dividends paid ($0.65 per common share)	—		—		—		—		(22,248)		—		(22,248)
Balance as of June 30, 2024	33,137	$	331	$	407,426	$	415	$	1,288,728	$	36,894	$	1,733,794
Walker & Dunlop net income	—		—		—		—		28,802		—		28,802
Net income (loss) from noncontrolling interests	—		—		—		—		—		(119)		(119)
Other comprehensive income (loss), net of tax	—		—		—		1,051		—		—		1,051
Stock-based compensation - equity classified	—		—		6,276		—		—		—		6,276
Issuance of common stock in connection with equity compensation plans	65		1		282		—		—		—		283
Repurchase and retirement of common stock	(13)		—		(1,414)		—		—		—		(1,414)
Distributions to noncontrolling interest holders	—		—		—		—		—		(249)		(249)
Cash dividends paid ($0.65 per common share)	—		—		—		—		(22,071)		—		(22,071)
Balance as of September 30, 2024	33,189	$	332	$	412,570	$	1,466	$	1,295,459	$	36,526	$	1,746,353

5

Walker & Dunlop, Inc. and Subsidiaries

Consolidated Statements of Changes in Equity (CONTINUED)

(In thousands, except per share data)

(Unaudited)

	For the three and nine months ended September 30, 2023
		Stockholders' Equity
	Common Stock							Retained		Noncontrolling		Total
	Shares	Amount		APIC		AOCI		Earnings		Interests		Equity
Balance as of December 31, 2022	32,396	$	323	$	412,636	$	(1,568)	$	1,278,035	$	27,403	$	1,716,829
Walker & Dunlop net income	—		—		—		—		26,665		—		26,665
Net income (loss) from noncontrolling interests	—		—		—		—		—		805		805
Other comprehensive income (loss), net of tax	—		—		—		(53)		—		—		(53)
Stock-based compensation - equity classified	—		—		6,664		—		—		—		6,664
Issuance of common stock in connection with equity compensation plans	468		5		3,397		—		—		—		3,402
Repurchase and retirement of common stock	(185)		(1)		(17,394)		—		—		—		(17,395)
Distributions to noncontrolling interest holders	—		—		—		—		—		(600)		(600)
Cash dividends paid ($0.63 per common share)	—		—		—		—		(21,221)		—		(21,221)
Other activity	—		—		—		—		(2,360)		2,360		—
Balance as of March 31, 2023	32,679	$	327	$	405,303	$	(1,621)	$	1,281,119	$	29,968	$	1,715,096
Walker & Dunlop net income	—		—		—		—		27,635		—		27,635
Net income (loss) from noncontrolling interests	—		—		—		—		—		(2,114)		(2,114)
Other comprehensive income (loss), net of tax	—		—		—		156		—		—		156
Stock-based compensation - equity classified	—		—		7,541		—		—		—		7,541
Issuance of common stock in connection with equity compensation plans	33		—		—		—		—		—		—
Repurchase and retirement of common stock	(9)		—		(662)		—		—		—		(662)
Distributions to noncontrolling interest holders	—		—		—		—		—		(1,735)		(1,735)
Cash dividends paid ($0.63 per common share)	—		—		—		—		(21,180)		—		(21,180)
Other activity	—		—		—		—		(240)		—		(240)
Balance as of June 30, 2023	32,703	$	327	$	412,182	$	(1,465)	$	1,287,334	$	26,119	$	1,724,497
Walker & Dunlop net income	—		—		—		—		21,458		—		21,458
Net income (loss) from noncontrolling interests	—		—		—		—		—		(314)		(314)
Other comprehensive income (loss), net of tax	—		—		—		(399)		—		—		(399)
Stock-based compensation - equity classified	—		—		7,015		—		—		—		7,015
Issuance of common stock in connection with equity compensation plans	86		1		1,736		—		—		—		1,737
Repurchase and retirement of common stock	(10)		—		(871)		—		—		—		(871)
Distributions to noncontrolling interest holders	—		—		—		—		—		(993)		(993)
Cash dividends paid ($0.63 per common share)	—		—		—		—		(21,139)		—		(21,139)
Balance as of September 30, 2023	32,779	$	328	$	420,062	$	(1,864)	$	1,287,653	$	24,812	$	1,730,991

See accompanying notes to condensed consolidated financial statements.

6

Walker & Dunlop, Inc. and Subsidiaries

Condensed Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

	For the nine months ended September 30,
	2024		2023
Cash flows from operating activities
Net income before noncontrolling interests	$	59,793	$	74,135
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Gains attributable to the fair value of future servicing rights, net of guaranty obligation		(97,673)		(107,446)
Change in the fair value of premiums and origination fees		(1,857)		6,634
Amortization and depreciation		169,495		170,737
Provision (benefit) for credit losses		6,310		(11,088)
Originations of loans held for sale		(6,807,180)		(8,402,185)
Proceeds from transfers of loans held for sale		6,365,406		8,023,294
Other operating activities, net		(95,752)		(86,493)
Net cash provided by (used in) operating activities	$	(401,458)	$	(332,412)
Cash flows from investing activities
Capital expenditures	$	(9,025)	$	(13,880)
Purchases of equity-method investments		(14,503)		(15,062)
Purchases of pledged available-for-sale ("AFS") securities		(20,900)		—
Proceeds from prepayment and sale of pledged AFS securities		7,153		9,274
Originations and repurchase of loans held for investment		(25,619)		(366)
Principal collected on loans held for investment		17,659		161,167
Other investing activities, net		8,092		5,436
Net cash provided by (used in) investing activities	$	(37,143)	$	146,569
Cash flows from financing activities
Borrowings (repayments) of warehouse notes payable, net	$	452,497	$	387,109
Repayments of interim warehouse notes payable		(13,884)		(119,835)
Repayments of notes payable		(6,013)		(120,046)
Borrowings of notes payable		—		196,000
Repurchase of common stock		(12,012)		(18,928)
Purchase of noncontrolling interests		(5,000)		—
Cash dividends paid		(66,284)		(63,540)
Payment of contingent consideration		(34,317)		(26,090)
Other financing activities, net		(1,149)		(6,463)
Net cash provided by (used in) financing activities	$	313,838	$	228,207
Net increase (decrease) in cash, cash equivalents, restricted cash, and restricted cash equivalents (NOTE 2)	$	(124,763)	$	42,364
Cash, cash equivalents, restricted cash, and restricted cash equivalents at beginning of period		391,403		258,283
Total of cash, cash equivalents, restricted cash, and restricted cash equivalents at end of period	$	266,640	$	300,647
Supplemental Disclosure of Cash Flow Information:
Cash paid to third parties for interest	$	73,123	$	86,663
Cash paid for income taxes		29,076		26,656

See accompanying notes to condensed consolidated financial statements.

7

NOTE 1—ORGANIZATION AND BASIS OF PRESENTATION

These financial statements represent the condensed consolidated financial position and results of operations of Walker & Dunlop, Inc. and its subsidiaries. Unless the context otherwise requires, references to “Walker & Dunlop” and the “Company” mean the Walker & Dunlop consolidated companies. The statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, they may not include certain financial statement disclosures and other information required for annual financial statements. The accompanying condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Form 10-K”). In the opinion of management, all adjustments considered necessary for a fair presentation of the results for the Company in the interim periods presented have been included. Results of operations for the three and nine months ended September 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024 or thereafter.  

Walker & Dunlop, Inc. is a holding company and conducts the majority of its operations through Walker & Dunlop, LLC, the operating company. Walker & Dunlop is one of the leading commercial real estate services and finance companies in the United States. The Company originates, sells, and services a range of commercial real estate debt and equity financing products, provides multifamily property sales brokerage and valuation services, engages in commercial real estate investment management activities with a particular focus on the affordable housing sector through low-income housing tax credit (“LIHTC”) syndication, provides housing market research, and delivers real estate-related investment banking and advisory services.

Through its Agency lending products, the Company originates and sells loans pursuant to the programs of the Federal National Mortgage Association (“Fannie Mae”), the Federal Home Loan Mortgage Corporation (“Freddie Mac” and, together with Fannie Mae, the “GSEs”), the Government National Mortgage Association (“Ginnie Mae”), and the Federal Housing Administration, a division of the U.S. Department of Housing and Urban Development (together with Ginnie Mae, “HUD”). Through its debt brokerage products, the Company brokers, and, in some cases, services, loans for various life insurance companies, commercial banks, commercial mortgage-backed securities issuers, and other institutional investors.

NOTE 2—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Subsequent Events—The Company has evaluated the effects of all events that have occurred subsequent to September 30, 2024 and before the date of this filing. The Company has made certain disclosures in the notes to the condensed consolidated financial statements of events that have occurred subsequent to September 30, 2024. There have been no other material subsequent events that would require recognition in the condensed consolidated financial statements.

Use of Estimates—The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses, including the allowance for risk-sharing obligations, initial and recurring fair value assessments of capitalized mortgage servicing rights, the initial fair value assessment of  goodwill, the periodic assessment of impairment of goodwill, initial fair value estimate of other intangible assets, and the initial and recurring fair value assessments of contingent consideration liabilities. Actual results may vary from these estimates.

Provision (Benefit) for Credit Losses—The Company records the income statement impact of the changes in the allowance for loan losses, the allowance for risk-sharing obligations, and other credit losses within Provision (benefit) for credit losses in the Condensed Consolidated Statements of Income. NOTE 4 contains additional discussion related to the allowance for risk-sharing obligations. The Company has credit risk exclusively on loans secured by multifamily real estate, with no exposure to any other sector of commercial real estate, including office, retail, industrial and hospitality.

	For the three months ended				For the nine months ended
	September 30,				September 30,
Components of Provision (Benefit) for Credit Losses (in thousands)	2024		2023		2024		2023
Provision (benefit) for loan losses	$	—	$	(134)	$	(16)	$	4
Provision (benefit) for risk-sharing obligations		(150)		555		(1,274)		(11,092)
Provision (benefit) for other credit losses		3,000		—		7,600		—
Provision (benefit) for credit losses	$	2,850	$	421	$	6,310	$	(11,088)

8

Agency Loan Repurchases—The Company is obligated to repurchase loans that are originated for the GSEs or HUD (collectively, the “Agencies”) programs if certain representations and warranties that it provides in connection with the sale of the loans through these programs are or may have been breached. When the Company repurchases a loan from the Agencies, the loan is included as a component of Other assets on the Condensed Consolidated Balance Sheets and any related credit loss is included within Provision (benefit) for credit losses in the Condensed Consolidated Statements of Income.

Fannie Mae—During the first quarter of 2024, the Company repurchased a $17.9 million Fannie Mae loan, which consisted of a $4.4 million advance previously made to Fannie Mae in 2023 and a $13.5 million cash payment during the three months ended March 31, 2024. As of September 30, 2024, the Company had an immaterial allowance for credit loss related to this loan, as the Company expects to liquidate the underlying collateral for an amount slightly less than the Company’s cost basis in the loan. During the fourth quarter of 2024, the Company received repurchase demand letters from Fannie Mae for two additional loans with a total unpaid principal balance (“UPB”) of $25.6 million. The Company previously recorded collateral-based reserves for these two loans prior to receiving the repurchase demand letters that as of September 30, 2024, totaled $2.0 million.

Freddie Mac—The Company received repurchase requests from Freddie Mac related to two loans with UPBs of $11.4 million (“First loan”) and $34.8 million (“Second loan”). In March 2024, the Company entered into a forbearance and indemnification agreement with Freddie Mac that among other things delayed the repurchase of these loans for six and 12 months for the First and Second loans, respectively, and transferred the risk of loss for both loans from Freddie Mac to the Company. During the third quarter of 2024, the Company received a six-month extension related to the First loan. The fair value of the indemnification related to the First loan is de minimis due to the excess of fair value of the underlying collateral compared to the carrying value of the loan. With respect to the Second loan, as of September 30, 2024, the Company’s best estimate of the fair value of the indemnification was $7.6 million, which is included within Other liabilities on the Condensed Consolidated Balance Sheets, with a corresponding amount included in Provision (benefit) for credit losses in the Condensed Consolidated Statements of Income for the nine months ended September 30, 2024.

Loans Held for Investment (“LHFI”), net—LHFI consist predominately of multifamily interim loans originated by the Company for properties that currently do not qualify for permanent Agency financing (“Interim Loan Program” or “ILP”). These loans have terms of up to three years and are all adjustable-rate, interest-only, multifamily loans with similar risk characteristics and no geographic concentration. The Company also has an immaterial amount of LHFI associated with the repurchased loan as discussed above. The loans are carried at their unpaid principal balances, adjusted for net unamortized loan fees and costs, and net of any allowance for loan losses. LHFI are included as a component of Other assets in the Condensed Consolidated Financial Statements.

As of September 30, 2024 and December 31, 2023, the balance of the Interim Loan Program portfolio consisted of a small number of loans with a balance of $38.0 million and $40.1 million, respectively, including an immaterial amount of net unamortized deferred fees and costs and allowance for loan losses. There were no ILP loans delinquent and in non-accrual status as of both September 30, 2024 and December 31, 2023. The amortized cost basis of loans that were current was $38.0 million and $40.1 million as of September 30, 2024 and December 31, 2023, respectively. As of September 30, 2024, ILP loans were originated in 2019 and 2024.

Statement of Cash Flows—For presentation in the Condensed Consolidated Statements of Cash Flows, the Company considers pledged cash and cash equivalents (as detailed in NOTE 9) to be restricted cash and restricted cash equivalents. The following table presents a reconciliation of the total cash, cash equivalents, restricted cash, and restricted cash equivalents as presented in the Condensed Consolidated Statements of Cash Flows to the related captions in the Condensed Consolidated Balance Sheets as of September 30, 2024 and 2023, and December 31, 2023 and 2022.

	September 30,				December 31,
(in thousands)	2024		2023		2023		2022
Cash and cash equivalents	$	179,759	$	236,321	$	328,698	$	225,949
Restricted cash		39,827		17,768		21,422		17,676
Pledged cash and cash equivalents (NOTE 9)		47,054		46,558		41,283		14,658
Total cash, cash equivalents, restricted cash, and restricted cash equivalents	$	266,640	$	300,647	$	391,403	$	258,283

Income Taxes—The Company records the realizable excess tax benefits from stock-based compensation as a reduction to income tax expense. The realizable excess tax benefits were $0.7 million for both the three months ended September 30, 2024 and 2023 and $1.7 million and $2.2 million for the nine months ended September 30, 2024 and 2023, respectively.

9

Net Warehouse Interest Income (Expense)—The Company presents warehouse interest income net of warehouse interest expense. Warehouse interest income is the interest earned from loans held for sale and loans held for investment. Generally, a substantial portion of the Company’s loans is financed with matched borrowings under one of its warehouse facilities. The remaining portion of loans not funded with matched borrowings is financed with the Company’s own cash. Occasionally, the Company also fully funds a small number of loans held for sale or loans held for investment with its own cash. Warehouse interest expense is incurred on borrowings used to fund loans solely while they are held for sale or for investment. Warehouse interest income and expense are earned or incurred on loans held for sale after a loan is closed and before a loan is sold. Warehouse interest income and expense are earned or incurred on loans held for investment after a loan is closed and before a loan is repaid. Included in Net warehouse interest income (expense) for the three and nine months ended September 30, 2024 and 2023 are the following components:

	For the three months ended				For the nine months ended
(in thousands)	September 30,				September 30,
Components of Net Warehouse Interest Income (Expense)	2024		2023		2024		2023
Warehouse interest income	$	10,648	$	11,912	$	24,784	$	34,015
Warehouse interest expense		(12,795)		(13,943)		(29,631)		(37,571)
Net warehouse interest income (expense)	$	(2,147)	$	(2,031)	$	(4,847)	$	(3,556)

Co-broker Fees—Third-party co-broker fees are netted against Loan origination and debt brokerage fees, net in the Condensed Consolidated Statements of Income and were $2.0 million and $2.5 million for the three months ended September 30, 2024 and 2023, respectively, and $6.6 million and $9.3 million for the nine months ended September 30, 2024 and 2023, respectively.

Contracts with Customers—A majority of the Company’s revenues are derived from the following sources, all of which are excluded from the accounting provisions applicable to contracts with customers: (i) financial instruments, (ii) transfers and servicing, (iii) derivative transactions, and (iv) investments in debt securities/equity-method investments. The remaining portion of revenues is derived from contracts with customers.

Other than LIHTC asset management fees as described in the 2023 Form 10-K and presented as Investment management fees in the Condensed Consolidated Statements of Income, the Company’s contracts with customers generally do not require judgment or material estimates that affect the determination of the transaction price (including the assessment of variable consideration), the allocation of the transaction price to performance obligations, and the determination of the timing of the satisfaction of performance obligations. Additionally, the earnings process for the majority of the Company’s contracts with customers is not complicated and is generally completed in a short period of time. The following table presents information about the Company’s contracts with customers for the three and nine months ended September 30, 2024 and 2023:  

	For the three months ended				For the nine months ended
(in thousands)	September 30,				September 30,
Description	2024		2023		2024		2023		Statement of income line item
Certain loan origination fees	$	21,310	$	16,259	$	64,718	$	50,982	Loan origination and debt brokerage fees, net
Property sales broker fees		19,322		16,862		39,408		38,831	Property sales broker fees
Investment management fees		11,744		13,362		40,086		44,844	Investment management fees
Application fees, appraisal revenues, subscription revenues, syndication fees, and other revenues		12,014		15,138		41,008		56,602	Other revenues
Total revenues derived from contracts with customers	$	64,390	$	61,621	$	185,220	$	191,259

Litigation—In the ordinary course of business, the Company may be party to various claims and litigation, none of which the Company believes is material. The Company cannot predict the outcome of any pending litigation and may be subject to consequences that could include

10

fines, penalties, and other costs, and the Company’s reputation and business may be impacted. The Company believes that any liability that could be imposed on the Company in connection with the disposition of any pending lawsuits would not have a material adverse effect on its business, results of operations, liquidity, or financial condition.

Recently Adopted and Recently Announced Accounting Pronouncements—The Company is currently evaluating Accounting Standards Updates (“ASU”) 2023-07, Improvements to Reportable Segment Disclosures and 2023-09, Improvements to Income Tax Disclosures. The annual disclosures required by ASU 2023-07 are effective for the Company’s Annual Report on Form 10-K for the year ending December 31, 2024. The interim disclosures required by ASU 2023-07 are effective in 2025. The disclosures for ASU 2023-09 are effective for the Company’s Annual Report on Form 10-K for the year ending December 31, 2025. The Company believes these ASUs will not materially impact the Company’s consolidated financial statements or disclosures. There were no other recently announced but not yet effective accounting pronouncements issued that have the potential to impact the Company’s condensed consolidated financial statements. The Company did not adopt any new accounting policies during the second quarter of 2024.

Reclassifications—The Company has made immaterial reclassifications to prior-year balances to conform to current-year presentation.

NOTE 3—MORTGAGE SERVICING RIGHTS

The fair value of the mortgage servicing rights (“MSRs”) was $1.4 billion as of both September 30, 2024 and December 31, 2023. The Company uses a discounted static cash flow valuation approach, and the key economic assumption is the discount rate. For example, see the following sensitivities related to the discount rate:

The impact of a 100-basis point increase in the discount rate as of September 30, 2024 would be a decrease in the fair value of $43.1 million to the MSRs outstanding as of September 30, 2024.

The impact of a 200-basis point increase in the discount rate as of September 30, 2024 would be a decrease in the fair value of $83.2 million to the MSRs outstanding as of September 30, 2024.

These sensitivities are hypothetical and should be used with caution. These estimates do not include interplay among assumptions and are estimated as a portfolio rather than individual assets.

Activity related to MSRs for the three and nine months ended September 30, 2024 and 2023 follows:

	For the three months ended				For the nine months ended
	September 30,				September 30,
Roll Forward of MSRs (in thousands)	2024		2023		2024		2023
Beginning balance	$	850,831	$	932,131	$	907,415	$	975,226
Additions, following the sale of loan		39,806		42,495		87,388		104,644
Amortization		(50,871)		(50,276)		(151,897)		(149,185)
Pre-payments and write-offs		(2,870)		(2,604)		(6,010)		(8,939)
Ending balance	$	836,896	$	921,746	$	836,896	$	921,746

The following table summarizes the gross value, accumulated amortization, and net carrying value of the Company’s MSRs as of September 30, 2024 and December 31, 2023:

Components of MSRs (in thousands)	September 30, 2024		December 31, 2023
Gross value	$	1,771,026	$	1,733,844
Accumulated amortization		(934,130)		(826,429)
Net carrying value	$	836,896	$	907,415

11

The expected amortization of MSRs shown in the Condensed Consolidated Balance Sheet as of September 30, 2024 is shown in the table below. Actual amortization may vary from these estimates.

	Expected
(in thousands)	Amortization
Three Months Ending December 31,
2024	$	49,924
Year Ending December 31,
2025	$	184,542
2026		159,434
2027		137,779
2028		108,028
2029		80,845
Thereafter		116,344
Total	$	836,896

NOTE 4—ALLOWANCE FOR RISK-SHARING OBLIGATIONS

When a loan is sold under the Fannie Mae Delegated Underwriting and Servicing (“DUS”) program, the Company typically agrees to guarantee a portion of the ultimate loss incurred on the loan should the borrower fail to perform. The compensation for this risk is a component of the servicing fee on the loan. The guaranty is in force while the loan is outstanding. The Company does not provide a guaranty for any other loan product it sells or brokers. Substantially all loans sold under the Fannie Mae DUS program contain modified or full risk-sharing guaranties that are based on the credit performance of the loan. The Company records an estimate of the contingent loss reserve for Current Expected Credit Losses (“CECL”), for all loans in its Fannie Mae at-risk servicing portfolio. Most loans are collectively evaluated while a small portion is individually evaluated. For loans that are individually evaluated, a reserve for estimated credit losses is recorded when it is probable that a risk-sharing loan will foreclose or has foreclosed and it is expected to result in a loss for the Company (“collateral-based reserves”), and a reserve for estimated credit losses is recorded for all other risk-sharing loans which are collectively evaluated (“CECL allowance”). The combined loss reserve is presented as Allowance for risk-sharing obligations on the Condensed Consolidated Balance Sheets.

Activity related to the allowance for risk-sharing obligations for the three and nine months ended September 30, 2024 and 2023 follows:

	For the three months ended				For the nine months ended
	September 30,				September 30,
Roll Forward of Allowance for Risk-Sharing Obligations (in thousands)	2024		2023		2024		2023
Beginning balance	$	30,477	$	32,410	$	31,601	$	44,057
Provision (benefit) for risk-sharing obligations		(150)		555		(1,274)		(11,092)
Write-offs		(468)		(2,008)		(468)		(2,008)
Ending balance	$	29,859	$	30,957	$	29,859	$	30,957

The Company assesses several qualitative and quantitative factors to calculate the CECL allowance each quarter including the current and expected unemployment rate, macroeconomic conditions, and the multifamily market. The key inputs for the CECL allowance are the historic loss rate, the forecast-period loss rate, the reversion-period loss rate, and the UPB of the at-risk servicing portfolio. A summary of the key inputs of the CECL allowance as of the end of each of the quarters presented and the provision (benefit) impact during each quarter for the nine months ended September 30, 2024 and 2023 follows.

		2024
CECL Allowance Calculation Inputs, Details, and Provision Impact		Q1		Q2		Q3		Total
Forecast-period loss rate (in basis points)		2.3		2.3		2.1		N/A
Reversion-period loss rate (in basis points)		1.3		1.3		1.2		N/A
Historical loss rate (in basis points)		0.3		0.3		0.3		N/A
At-risk Fannie Mae servicing portfolio UPB (in billions)	$	59.2	$	59.5	$	60.6		N/A
CECL allowance (in millions)	$	25.0	$	24.9	$	23.4		N/A
Provision (benefit) for CECL allowance (in millions)	$	(1.5)	$	(0.1)	$	(1.5)	$	(3.1)

12

		2023
CECL Allowance Calculation Inputs, Details, and Provision Impact		Q1		Q2		Q3		Total
Forecast-period loss rate (in basis points)		2.3		2.3		2.3		N/A
Reversion-period loss rate (in basis points)		1.5		1.5		1.5		N/A
Historical loss rate (in basis points)		0.6		0.6		0.6		N/A
At-risk Fannie Mae servicing portfolio UPB (in billions)	$	54.5	$	55.7	$	57.4		N/A
CECL allowance (in millions)	$	28.7	$	28.9	$	31.0		N/A
Provision (benefit) for CECL allowance (in millions)	$	(11.0)	$	0.2	$	0.5	$	(10.3)

During the first quarters of both 2024 and 2023, the Company updated its 10-year look-back period, resulting in loss data from the earliest year being replaced with the loss data for the most recently completed year. The look-back period updates resulted in the historical loss rate factors decreasing and the benefit for CECL allowance, as noted in the table above. The Company also slightly increased its forecast-period and reversion-period loss rates during the three months ended March 31, 2023 to incorporate uncertain macroeconomic conditions. For the three months ended March 31, 2024, the ratio of the forecast-period loss rate to the historical loss rate increased, resulting in a much lower benefit for CECL allowance.

During the third quarter of 2024, the Company updated its forecast-period loss rate from 2.3 basis points to 2.1 basis points, leading to the benefit for CECL allowance shown above. During the third quarter of 2023, the provision for CECL allowance shown above was primarily the result of an increased at-risk UPB.

The weighted average remaining life of the at-risk Fannie Mae servicing portfolio as of September 30, 2024 was 5.8 years compared to 6.4 years as of December 31, 2023.

As of September 30, 2024, the Company had seven loans with aggregate collateral-based reserves of $6.5 million compared to three loans with aggregate collateral-based reserves of $2.8 million as of December 31, 2023.

As of September 30, 2024 and 2023, the maximum quantifiable contingent liability associated with the Company’s guaranties for the at-risk loans serviced under the Fannie Mae DUS agreement was $12.5 billion and $11.8 billion, respectively. This maximum quantifiable contingent liability relates to the at-risk loans serviced for Fannie Mae at the specific point in time indicated. The maximum quantifiable contingent liability is not representative of the actual loss the Company would incur. The Company would be liable for this amount only if all of the loans it services for Fannie Mae, for which the Company retains some risk of loss, were to default and all of the collateral underlying these loans were determined to be without value at the time of settlement.

NOTE 5—SERVICING

The total unpaid principal balance of loans the Company was servicing for various institutional investors was $134.1 billion as of September 30, 2024 compared to $130.5 billion as of December 31, 2023.

As of September 30, 2024 and December 31, 2023, custodial deposit accounts (“escrow deposits”) relating to loans serviced by the Company totaled $3.1 billion and $2.7 billion, respectively. These amounts are not included in the Condensed Consolidated Balance Sheets as such amounts are not Company assets; however, the Company is entitled to placement fees on these escrow deposits, presented within Placement fees and other interest income in the Condensed Consolidated Statements of Income. Certain cash deposits exceed the Federal Deposit Insurance Corporation insurance limits; however, the Company believes it has mitigated this risk by holding uninsured deposits at large national banks.

NOTE 6—DEBT

Warehouse Facilities

As of September 30, 2024, to provide financing to borrowers under the Agencies’ programs, the Company had committed and uncommitted warehouse lines of credit in the amount of $3.8 billion with certain national banks and a $1.5 billion uncommitted facility with Fannie Mae (collectively, the “Agency Warehouse Facilities”). In support of these Agency Warehouse Facilities, the Company has pledged

13

substantially all of its loans held for sale under the Company’s approved programs. The Company’s ability to originate mortgage loans for sale depends upon its ability to secure and maintain these types of short-term financings on acceptable terms.

Additionally, the Company has arranged for warehouse lines of credit with certain national banks to assist in funding loans held for investment under the Interim Loan Program (“Interim Warehouse Facilities”). The Company has pledged the majority of its loans held for investment against these Interim Warehouse Facilities. The Company’s ability to originate and hold loans held for investment depends upon market conditions and its ability to secure and maintain these types of short-term financings on acceptable terms. As of September 30, 2024, the Interim Warehouse Facilities had $119.8 million of total facility capacity with an outstanding balance of $11.7 million. The interest rate on the Interim Warehouse Facilities ranged from SOFR (defined below) plus 250 to 311 basis points.

The interest rate for all the Company’s warehouse facilities and debt is based on an Adjusted Term Secured Overnight Financing Rate (“SOFR”).  The maximum amount and outstanding borrowings under Agency Warehouse Facilities as of September 30, 2024 follows:

	September 30, 2024
(in thousands)	Committed		Uncommitted		Total Facility		Outstanding
Facility	Amount		Amount		Capacity		Balance		Interest rate(1)
Agency Warehouse Facility #1	$	325,000		250,000		575,000	$	161,956	SOFR plus 1.30%
Agency Warehouse Facility #2		700,000		300,000		1,000,000		215,752	SOFR plus 1.30%
Agency Warehouse Facility #3		425,000		425,000		850,000		214,877	SOFR plus 1.30%
Agency Warehouse Facility #4		150,000		225,000		375,000		89,593	SOFR plus 1.30% to 1.35%
Agency Warehouse Facility #5		50,000		950,000		1,000,000		269,375	SOFR plus 1.45%
Total National Bank Agency Warehouse Facilities	$	1,650,000		2,150,000		3,800,000	$	951,553
Fannie Mae repurchase agreement, uncommitted line and open maturity		—		1,500,000		1,500,000		56,981
Total Agency Warehouse Facilities	$	1,650,000		3,650,000		5,300,000	$	1,008,534

(1) Interest rate presented does not include the effect of any applicable interest rate floors.

During 2024, the following amendments to the Company’s Agency Warehouse Facilities were executed in the normal course of business to support the Company’s business. No other material modifications have been made to the Agency Warehouse Facilities during the year.

The maturity date of Agency Warehouse Facility #1 was extended to August 27, 2025.

The maturity date of Agency Warehouse Facility #2 was extended to April 11, 2025.

The committed borrowing capacity of Agency Warehouse Facility #3 was decreased from $600.0 million to $425.0 million, and the uncommitted borrowing capacity was increased from $265.0 million to $425.0 million. The maturity date was also extended to May 15, 2025, and the interest rate was decreased from SOFR plus 135 basis points to SOFR plus 130 basis points.

The committed borrowing capacity of Agency Warehouse Facility #4 was decreased from $200.0 million to $150.0 million. The maturity date was also extended to June 22, 2025.

The committed borrowing capacity of Agency Warehouse Facility #5 was increased to $50.0 million, and the uncommitted borrowing capacity was decreased from $1.0 billion to $950.0 million. The maturity date was also extended to September 11, 2025.

Note Payable

The Company has a senior secured credit agreement (the “Credit Agreement”) that provides for a $600.0 million initial term loan. Additionally, in January 2023 the Company entered into a lender joinder agreement and amendment to the Credit Agreement that provided for additional borrowing with a principal amount of $200.0 million, modified the ratio thresholds related to mandatory prepayments, and included a provision that allows additional types of indebtedness.

During the second quarter of 2024, the Company entered into a second amendment, that, among other things, decreased the interest rate of the additional borrowing from Adjusted Term SOFR plus 3.00% to Adjusted Term SOFR plus 2.25%, combined the additional term loan

14

with the initial term loan to create a single fungible senior secured borrowing (the “Term Debt”), and incorporated other immaterial changes, such as a de minimis update to the quarterly principal payment.

As of September 30, 2024, the Term Debt had an outstanding principal balance of $780.5 million that matures on December 16, 2028.

The warehouse notes payable and notes payable are subject to various financial covenants. The Company is in compliance with all of these financial covenants as of September 30, 2024.

NOTE 7—GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

The Company’s reportable segments are Capital Markets (“CM”), Servicing & Asset Management (“SAM”), and Corporate. A summary of the Company’s goodwill by reportable segments for the nine months ended September 30, 2024 and 2023 follows:

	For the nine months ended
	September 30,
(in thousands)	2024						2023
Roll Forward of Gross Goodwill	CM		SAM		Consolidated(1)		CM		SAM		Consolidated(1)
Beginning balance	$	524,189		439,521	$	963,710	$	520,191	$	439,521	$	959,712
Additions from acquisitions		—		—		—		—		—		—
Measurement-period and other adjustments		—		—		—		3,998		—		3,998
Ending gross goodwill balance	$	524,189	$	439,521	$	963,710	$	524,189	$	439,521	$	963,710
Roll Forward of Accumulated Goodwill Impairment
Beginning balance	$	62,000		—	$	62,000	$	—	$	—	$	—
Impairment		—		—		—		14,000		—		14,000
Ending accumulated goodwill impairment	$	62,000	$	—	$	62,000	$	14,000	$	—	$	14,000
Goodwill	$	462,189	$	439,521	$	901,710	$	510,189	$	439,521	$	949,710

(1)As of September 30, 2024 and 2023 and December 31, 2023 and 2022, no goodwill was allocated to the Corporate reportable segment.

Other Intangible Assets

Activity related to other intangible assets for the nine months ended September 30, 2024 and 2023 follows:

	For the nine months ended
	September 30,
Roll Forward of Other Intangible Assets (in thousands)	2024		2023
Beginning balance	$	181,975	$	198,643
Additions from acquisitions		—		—
Amortization		(11,262)		(12,716)
Ending balance	$	170,713	$	185,927

The following table summarizes the gross value, accumulated amortization, and net carrying value of the Company’s other intangible assets as of September 30, 2024 and December 31, 2023:

Components of Other Intangible Assets (in thousands)	September 30, 2024		December 31, 2023
Gross value	$	220,682	$	220,682
Accumulated amortization		(49,969)		(38,707)
Net carrying value	$	170,713	$	181,975

15

The expected amortization of other intangible assets shown in the Condensed Consolidated Balance Sheet as of September 30, 2024 is shown in the table below. Actual amortization may vary from these estimates.

	Expected
(in thousands)	Amortization
Three Months Ending December 31,
2024	$	4,101
Year Ending December 31,
2025	$	16,404
2026		16,404
2027		16,404
2028		16,404
2029		16,340
Thereafter		84,656
Total	$	170,713

Contingent Consideration Liabilities

A summary of the Company’s contingent consideration liabilities, which are included in Other liabilities in the Condensed Consolidated Balance Sheets, for the nine months ended September 30, 2024 and 2023 follows:

	For the nine months ended
(in thousands)	September 30,
Roll Forward of Contingent Consideration Liabilities	2024		2023
Beginning balance	$	113,546	$	200,346
Additions		—		—
Accretion		1,496		927
Fair value adjustments		(1,366)		(14,000)
Payments		(34,317)		(26,090)
Ending balance	$	79,359	$	161,183

The contingent consideration liabilities presented in the table above relate to (i) acquisitions of debt brokerage and investment sales brokerage companies and (ii) other acquisitions completed over the past several years. The contingent consideration for each of the acquisitions may be earned over various lengths of time after each acquisition, with a maximum earnout period of five years, provided certain revenue targets and other metrics have been met. The last of the earnout periods related to the contingent consideration ends in the third quarter of 2027. In each case, the Company estimated the initial fair value of the contingent consideration using a Monte Carlo simulation.

NOTE 8—FAIR VALUE MEASUREMENTS

The Company uses valuation techniques that are consistent with the market approach, the income approach, and/or the cost approach to measure assets and liabilities that are measured at fair value. Inputs to valuation techniques refer to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable, meaning those that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from independent sources, or unobservable, meaning those that reflect the reporting entity's own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. In that regard, accounting standards establish a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:

● Level 1—Financial assets and liabilities whose values are based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.

16

● Level 2—Financial assets and liabilities whose values are based on inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities, prepayment speeds, credit risks, etc.) or inputs that are derived principally from, or corroborated by, market data by correlation or other means.

● Level 3—Financial assets and liabilities whose values are based on inputs that are both unobservable and significant to the overall valuation.

The Company's MSRs are measured at fair value at inception, and thereafter on a nonrecurring basis, and are carried at the lower of amortized cost or fair value. That is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value measurement when there is evidence of impairment and for disclosure purposes (NOTE 3). The Company's MSRs do not trade in an active, open market with readily observable prices. While sales of multifamily MSRs do occur on occasion, precise terms and conditions vary with each transaction and are not readily available. Accordingly, the estimated fair value of the Company’s MSRs was developed using discounted cash flow models that calculate the present value of estimated future net servicing income. The model considers contractually specified servicing fees, prepayment assumptions, estimated placement fee revenue from escrow deposits, and other economic factors. The Company periodically reassesses and adjusts, when necessary, the underlying inputs and assumptions used in the model to reflect observable market conditions and assumptions that a market participant would consider in valuing MSR assets.

A description of the valuation methodologies used for assets and liabilities measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below.

● Derivative Instruments—The derivative positions consist of interest rate lock commitments with borrowers and forward sale agreements to the Agencies. The fair value of these instruments is estimated using a discounted cash flow model developed based on changes in the applicable U.S. Treasury rate and other observable market data. The value was determined after considering the potential impact of collateralization, adjusted to reflect nonperformance risk of both the counterparty and the Company, and is classified within Level 3 of the valuation hierarchy.

● Loans Held for Sale—All loans held for sale presented in the Condensed Consolidated Balance Sheets are reported at fair value. The Company determines the fair value of the loans held for sale using discounted cash flow models that incorporate quoted observable inputs from market participants, such as changes in the U.S. Treasury rate. Therefore, the Company classifies these loans held for sale as Level 2.

● Pledged Securities—Investments in money market funds are valued using quoted market prices from recent trades. Therefore, the Company classifies this portion of pledged securities as Level 1. The Company determines the fair value of its AFS Agency MBS using third-party broker estimates of fair value. Consequently, the Company classifies this portion of pledged securities as Level 2. Additional details on Pledged Securities are included in NOTE 9.

● Contingent Consideration Liabilities—Contingent consideration liabilities from acquisitions are initially recognized at fair value at acquisition and subsequently remeasured using a Monte Carlo simulation that uses updated management forecasts and current valuation assumptions and discount rates. The Company determines the fair value of each contingent consideration liability based on probability of achievement, which incorporates management estimates. As a result, the Company classifies these liabilities as Level 3. Additional details on Contingent consideration liabilities are included in NOTE 7.

17

The following table summarizes financial assets and financial liabilities measured at fair value on a recurring basis as of September 30, 2024 and December 31, 2023, segregated by the level of the valuation inputs within the fair value hierarchy used to measure fair value:

							Balance as of
(in thousands)	Level 1		Level 2		Level 3		Period End
September 30, 2024
Assets
Loans held for sale	$	—	$	1,024,984	$	—	$	1,024,984
Pledged securities		47,054		156,891		—		203,945
Derivative assets		—		—		33,699		33,699
Total	$	47,054	$	1,181,875	$	33,699	$	1,262,628
Liabilities
Derivative liabilities	$	—	$	—	$	4,026	$	4,026
Contingent consideration liabilities		—		—		79,359		79,359
Total	$	—	$	—	$	83,385	$	83,385
December 31, 2023
Assets
Loans held for sale	$	—	$	594,998	$	—	$	594,998
Pledged securities		41,283		142,798		—		184,081
Derivative assets		—		—		31,451		31,451
Total	$	41,283	$	737,796	$	31,451	$	810,530
Liabilities
Derivative liabilities	$	—	$	—	$	28,247	$	28,247
Contingent consideration liabilities		—		—		113,546		113,546
Total	$	—	$	—	$	141,793	$	141,793

There were no transfers between any of the levels within the fair value hierarchy during the nine months ended September 30, 2024 and 2023.

Derivative instruments (Level 3) are outstanding for short periods of time (generally less than 60 days). A roll forward of derivative instruments is presented below for the three and nine months ended September 30, 2024 and 2023:

	For the three months ended				For the nine months ended
(in thousands)	September 30,				September 30,
Derivative Assets and Liabilities, net	2024		2023		2024		2023
Beginning balance	$	21,272	$	20,241	$	3,204	$	15,560
Settlements		(108,571)		(80,213)		(253,824)		(259,655)
Realized gains (losses) recorded in earnings(1)		87,299		59,972		250,620		244,095
Unrealized gains (losses) recorded in earnings(1)		29,673		31,552		29,673		31,552
Ending balance	$	29,673	$	31,552	$	29,673	$	31,552

(1) Realized and unrealized gains (losses) from derivatives are recognized in Loan origination and debt brokerage fees, net and Fair value of expected net cash flows from servicing, net in the Condensed Consolidated Statements of Income.

18

The following table presents information about significant unobservable inputs used in the recurring measurement of the fair value of the Company’s Level 3 assets and liabilities as of September 30, 2024:

	Quantitative Information about Level 3 Fair Value Measurements
(in thousands)	Fair Value		Valuation Technique	Unobservable Input (1)	Input Range (1)	Weighted Average (2)
Derivative assets	$	33,699	Discounted cash flow	Counterparty credit risk	—	—
Derivative liabilities	$	4,026	Discounted cash flow	Counterparty credit risk	—	—
Contingent consideration liabilities	$	79,359	Monte Carlo Simulation	Probability of earnout achievement	0% - 100%	47%

(1) Significant changes in this input may lead to significant changes in the fair value measurements.

(2) Contingent consideration weighted based on maximum gross earnout amount.

The carrying amounts and the fair values of the Company's financial instruments as of September 30, 2024 and December 31, 2023 are presented below:

	September 30, 2024				December 31, 2023
	Carrying		Fair		Carrying		Fair
(in thousands)	Amount		Value		Amount		Value
Financial Assets:
Cash and cash equivalents	$	179,759	$	179,759	$	328,698	$	328,698
Restricted cash		39,827		39,827		21,422		21,422
Pledged securities		203,945		203,945		184,081		184,081
Loans held for sale		1,024,984		1,024,984		594,998		594,998
Loans held for investment, net(1)		52,767		52,767		40,056		40,139
Derivative assets(1)		33,699		33,699		31,451		31,451
Total financial assets	$	1,534,981	$	1,534,981	$	1,200,706	$	1,200,789
Financial Liabilities:
Derivative liabilities(2)	$	4,026	$	4,026	$	28,247	$	28,247
Contingent consideration liabilities(2)		79,359		79,359		113,546		113,546
Warehouse notes payable		1,019,850		1,020,236		596,178		596,428
Notes payable		769,376		780,487		773,358		786,500
Total financial liabilities	$	1,872,611	$	1,884,108	$	1,511,329	$	1,524,721

(1) Included as a component of Other Assets on the Condensed Consolidated Balance Sheets.

(2) Included as a component of Other Liabilities on the Condensed Consolidated Balance Sheets.

The following methods and assumptions were used for recurring fair value measurements as of September 30, 2024 and December 31, 2023.

Cash and Cash Equivalents and Restricted Cash—The carrying amounts approximate fair value because of the short maturity of these instruments (Level 1).

Pledged Securities—Consist of cash, highly liquid investments in money market accounts invested in government securities, and investments in Agency debt securities. The investments of the money market funds typically have maturities of 90 days or less and are valued using quoted market prices from recent trades. The fair value of the Agency debt securities incorporates the third-party broker estimates of fair value.

Loans Held for Sale—Consist of originated loans that are generally transferred or sold within 60 days from the date that a mortgage loan is funded and are valued using discounted cash flow models that incorporate observable prices from market participants.

19

Contingent Consideration Liabilities—Consists of the estimated fair values of expected future earnout payments related to acquisitions completed primarily in 2021 and 2022. The earnout liabilities are valued using a Monte Carlo simulation analysis. The fair value of the contingent consideration liabilities incorporates unobservable inputs, such as the probability of earnout achievement, volatility rates, and discount rate, to determine the expected earnout cash flows. The probability of the earnout achievement is based on management’s estimate of the expected future performance and other financial metrics of each of the acquired entities, which are subject to significant uncertainty.

Derivative Instruments—Consists of interest rate lock commitments and forward sale agreements. These instruments are valued using discounted cash flow models developed based on changes in the U.S. Treasury rate and other observable market data. The value is determined after considering the potential impact of collateralization, adjusted to reflect nonperformance risk of both the counterparty and the Company.

Fair Value of Derivative Instruments and Loans Held for Sale—In the normal course of business, the Company enters into contractual commitments to originate and sell multifamily mortgage loans at fixed prices with fixed expiration dates. The commitments become effective when the borrowers "lock-in" a specified interest rate within time frames established by the Company. All mortgagors are evaluated for creditworthiness prior to the extension of the commitment. Market risk arises if interest rates move adversely between the time of the "lock-in" of rates by the borrower and the sale date of the loan to an investor.

To mitigate the effect of the interest rate risk inherent in providing rate lock commitments to borrowers, the Company enters into a sale commitment with the investor simultaneously with the rate lock commitment with the borrower. The sale contract with the investor locks in an interest rate and price for the sale of the loan. The terms of the contract with the investor and the rate lock with the borrower are matched in substantially all respects, with the objective of eliminating interest rate risk to the extent practical. Sale commitments with the investors have an expiration date that is longer than the Company’s related commitments to the borrower to allow for, among other things, the closing of the loan and processing of paperwork to deliver the loan into the sale commitment.

Both the rate lock commitments to borrowers and the forward sale contracts to buyers are undesignated derivatives and, accordingly, are marked to fair value through Loan origination and debt brokerage fees, net in the Condensed Consolidated Statements of Income. The fair value of the Company's rate lock commitments to borrowers and loans held for sale and the related input levels includes, as applicable:

● the estimated gain of the expected loan sale to the investor (Level 2);

● the expected net cash flows associated with servicing the loan, net of any guaranty obligations retained (Level 2);

● the effects of interest rate movements between the date of the rate lock and the balance sheet date (Level 2); and

● the nonperformance risk of both the counterparty and the Company (Level 3; derivative instruments only).

The estimated gain considers the origination fees the Company expects to collect upon loan closing (derivative instruments only) and premiums the Company expects to receive upon sale of the loan (Level 2). The fair value of the expected net cash flows associated with servicing the loan is calculated pursuant to the valuation techniques applicable to the fair value of future servicing, net at loan sale (Level 2).

To calculate the effects of interest rate movements, the Company uses applicable published U.S. Treasury prices, and multiplies the price movement between the rate lock date and the balance sheet date by the notional loan commitment amount (Level 2).

The fair value of the Company's forward sales contracts to investors considers the effects of interest rate movements between the trade date and the balance sheet date (Level 2). The market price changes are multiplied by the notional amount of the forward sales contracts to measure the fair value.

The fair value of the Company’s interest rate lock commitments and forward sales contracts is adjusted to reflect the risk that the agreement will not be fulfilled. The Company’s exposure to nonperformance in interest rate lock commitments and forward sale contracts is represented by the contractual amount of those instruments. Given the credit quality of the Company’s counterparties and the short duration of interest rate lock commitments and forward sale contracts, the risk of nonperformance by the Company’s counterparties has historically been minimal (Level 3).

20

The following table presents the components of fair value and other relevant information associated with the Company’s derivative instruments and loans held for sale as of September 30, 2024 and December 31, 2023:

			Fair Value Adjustment Components						Balance Sheet Location
													Fair Value
	Notional or		Estimated				Total						Adjustment
	Principal		Gain		Interest Rate		Fair Value		Derivative		Derivative		to Loans
(in thousands)	Amount		on Sale		Movement		Adjustment		Assets		Liabilities		Held for Sale
September 30, 2024
Rate lock commitments	$	755,874		31,219		(3,865)		27,354		27,354		—		—
Forward sale contracts		1,769,986		—		2,319		2,319		6,345		(4,026)		—
Loans held for sale		1,014,112		9,326		1,546		10,872		—		—		10,872
Total			$	40,545	$	—	$	40,545	$	33,699	$	(4,026)	$	10,872
December 31, 2023
Rate lock commitments	$	463,626	$	15,908	$	11,492	$	27,400	$	27,400	$	—	$	—
Forward sale contracts		1,035,964		—		(24,196)		(24,196)		4,051		(28,247)		—
Loans held for sale		572,338		9,956		12,704		22,660		—		—		22,660
Total			$	25,864	$	—	$	25,864	$	31,451	$	(28,247)	$	22,660

NOTE 9—FANNIE MAE COMMITMENTS AND PLEDGED SECURITIES

Fannie Mae DUS Related Commitments—Commitments for the origination and subsequent sale and delivery of loans to Fannie Mae represent those mortgage loan transactions where the borrower has locked an interest rate and scheduled closing, and the Company has entered into a mandatory delivery commitment to sell the loan to Fannie Mae. As discussed in NOTE 8, the Company accounts for these commitments as derivatives recorded at fair value.

The Company is generally required to share the risk of any losses associated with loans sold under the Fannie Mae DUS program. The Company is required to secure these obligations by assigning restricted cash balances and securities to Fannie Mae, which are classified as Pledged securities, at fair value on the Condensed Consolidated Balance Sheets. The amount of collateral required by Fannie Mae is a formulaic calculation at the loan level and considers the balance of the loan, the risk level of the loan, the age of the loan, and the level of risk-sharing. Fannie Mae requires restricted liquidity for Tier 2 loans of 75 basis points, which is funded over a 48-month period that begins upon delivery of the loan to Fannie Mae. Pledged securities held in the form of money market funds holding U.S. Treasuries are discounted 5%, and Agency mortgage-backed securities (“Agency MBS”) are discounted 4% for purposes of calculating compliance with the restricted liquidity requirements. As seen below, the Company held the majority of its pledged securities in Agency MBS as of September 30, 2024. The majority of the loans for which the Company has risk sharing are Tier 2 loans.

The Company is in compliance with the September 30, 2024 collateral requirements as outlined above. As of September 30, 2024, reserve requirements for the DUS loan portfolio will require the Company to fund $71.1 million in additional restricted liquidity over the next 48 months, assuming no further principal paydowns, prepayments, or defaults within the at-risk portfolio. Fannie Mae has reassessed the DUS Capital Standards in the past and may make changes to these standards in the future. The Company generates sufficient cash flow from its operations to meet these capital standards and does not expect any future changes to have a material impact on its future operations; however, any future increases to collateral requirements may adversely impact the Company’s available cash.

Fannie Mae has established benchmark standards for capital adequacy and reserves the right to terminate the Company's servicing authority for all or some of the portfolio if, at any time, it determines that the Company's financial condition is not adequate to support its obligations under the DUS agreement. The Company is required to maintain acceptable net worth, as defined in the agreement, and the Company satisfied the requirements as of September 30, 2024. The net worth requirement is derived primarily from unpaid principal balances on Fannie Mae loans and the level of risk sharing. As of September 30, 2024, the net worth requirement was $318.6 million, and the Company's net worth, as defined in the requirements, was $936.7 million, as measured at the Company’s wholly-owned operating subsidiary, Walker & Dunlop, LLC. As of September 30, 2024, the Company was required to maintain at least $63.4 million of liquid assets to meet operational liquidity requirements for Fannie Mae, Freddie Mac, HUD, and Ginnie Mae, and the Company had operational liquidity, as defined in the requirements, of $155.7 million as of September 30, 2024, as measured at the Company’s wholly-owned operating subsidiary, Walker & Dunlop, LLC.

21

Pledged Securities, at Fair Value—Pledged securities, at fair value consisted of the following balances as of September 30, 2024 and 2023, and December 31, 2023 and 2022:

(in thousands)	September 30,				December 31,
Pledged Securities	2024		2023		2023		2022
Restricted cash	$	10,708	$	10,523	$	2,727	$	5,788
Money market funds		36,346		36,035		38,556		8,870
Total pledged cash and cash equivalents	$	47,054	$	46,558	$	41,283	$	14,658
Agency MBS		156,891		130,951		142,798		142,624
Total pledged securities, at fair value	$	203,945	$	177,509	$	184,081	$	157,282

The information in the preceding table is presented to reconcile beginning and ending cash, cash equivalents, restricted cash, and restricted cash equivalents in the Condensed Consolidated Statements of Cash Flows as more fully discussed in NOTE 2.

The Company’s investments included within Pledged securities, at fair value consist primarily of money market funds and Agency debt securities. The investments in Agency debt securities consist of multifamily Agency MBS and are all accounted for as AFS securities. A detailed discussion of the Company’s accounting policies regarding the allowance for credit losses for AFS securities is included in NOTE 2 of the Company’s 2023 Form 10-K. The following table provides additional information related to the Agency MBS as of September 30, 2024 and December 31, 2023:

Fair Value and Amortized Cost of Agency MBS (in thousands)	September 30, 2024		December 31, 2023
Fair value	$	156,891	$	142,798
Amortized cost		155,504		143,862
Total gains for securities with net gains in AOCI		2,557		1,036
Total losses for securities with net losses in AOCI		(1,170)		(2,100)
Fair value of securities with unrealized losses		97,834		103,003

Pledged securities with a fair value of $77.7 million, an amortized cost of $78.8 million, and a net unrealized loss of $1.1 million have been in a continuous unrealized loss position for more than 12 months. All securities that have been in a continuous loss position are Agency debt securities that carry a guarantee of the contractual payments.

The following table provides contractual maturity information related to Agency MBS. The money market funds invest in short-term Federal Government and Agency debt securities and have no stated maturity date.

(in thousands)	September 30, 2024
Detail of Agency MBS Maturities	Fair Value		Amortized Cost
Within one year	$	228	$	228
After one year through five years		70,035		69,994
After five years through ten years		69,219		68,332
After ten years		17,409		16,950
Total	$	156,891	$	155,504

NOTE 10—EARNINGS PER SHARE AND STOCKHOLDERS’ EQUITY

Earnings per share (“EPS”) is calculated under the two-class method. The two-class method allocates all earnings (distributed and undistributed) to each class of common stock and participating securities based on their respective rights to receive dividends. The Company grants share-based awards to various employees and nonemployee directors under the Company’s 2024 Equity Incentive Plan, which was approved by stockholders on May 2, 2024 and constitutes an amendment and restatement of the Company’s 2020 Equity Incentive Plan, that entitle recipients to receive nonforfeitable dividends during the vesting period on a basis equivalent to the dividends paid to holders of common stock. These unvested awards meet the definition of participating securities.

22

The following table presents the calculation of basic and diluted EPS for the three and nine months ended September 30, 2024 and 2023 under the two-class method. Participating securities were included in the calculation of diluted EPS using the two-class method, as this computation was more dilutive than the treasury-stock method.

	For the three months ended September 30,				For the nine months ended September 30,
EPS Calculations (in thousands, except per share amounts)	2024		2023		2024		2023
Calculation of basic EPS
Walker & Dunlop net income	$	28,802	$	21,458	$	63,331	$	75,758
Less: dividends and undistributed earnings allocated to participating securities		626		534		1,449		1,942
Net income applicable to common stockholders	$	28,176	$	20,924	$	61,882	$	73,816
Weighted-average basic shares outstanding		33,169		32,737		33,090		32,654
Basic EPS	$	0.85	$	0.64	$	1.87	$	2.26
Calculation of diluted EPS
Net income applicable to common stockholders	$	28,176	$	20,924	$	61,882	$	73,816
Add: reallocation of dividends and undistributed earnings based on assumed conversion		—		—		—		2
Net income allocated to common stockholders	$	28,176	$	20,924	$	61,882	$	73,818
Weighted-average basic shares outstanding		33,169		32,737		33,090		32,654
Add: weighted-average diluted non-participating securities		34		158		45		199
Weighted-average diluted shares outstanding		33,203		32,895		33,135		32,853
Diluted EPS	$	0.85	$	0.64	$	1.87	$	2.25

The assumed proceeds used for calculating the dilutive impact of restricted stock awards under the treasury-stock method includes the unrecognized compensation costs associated with the awards. For the three and nine months ended September 30, 2024, 78 thousand average restricted shares and 81 thousand average restricted shares, respectively, were excluded from the computation of diluted EPS under the treasury-stock method. For the three and nine months ended September 30, 2023, 169 thousand average restricted shares and 343 thousand average restricted shares, respectively, were excluded from the computation. These average restricted shares were excluded from the computation of diluted EPS under the treasury method because the effect would have been anti-dilutive (the exercise price of the options, or the grant date market price of the restricted shares was greater than the average market price of the Company’s shares of common stock during the periods presented).

In February 2024, the Company’s Board of Directors approved a stock repurchase program that permits the repurchase of up to $75.0 million of the Company’s common stock over a 12-month period beginning on February 23, 2024. During the first nine months of 2024, the Company did not repurchase any shares of its common stock under the share repurchase program. As of September 30, 2024, the Company had $75.0 million of authorized share repurchase capacity remaining under the 2024 share repurchase program.

During each of the first three quarters of 2024, the Company paid a dividend of $0.65 per share. On November 6, 2024, the Company’s Board of Directors declared a dividend of $0.65 per share for the fourth quarter of 2024. The dividend will be paid on December 6, 2024 to all holders of record of the Company’s restricted and unrestricted common stock as of November 22, 2024.

The Company awarded $4.4 million and $3.0 million of stock to settle compensation liabilities, a non-cash transaction, for the nine months ended September 30, 2024 and 2023, respectively.

The Company’s note payable contains direct restrictions on the amount of dividends the Company may pay, and the warehouse debt facilities and agreements with the Agencies contain minimum equity, liquidity, and other capital requirements that indirectly restrict the amount of dividends the Company may pay. The Company does not believe that these restrictions currently limit the amount of dividends the Company can pay for the foreseeable future.

During the second quarter of 2024, the Company purchased a noncontrolling interest for cash consideration of $7.0 million, of which $4.0 million was paid at the time of closing, with an additional $1.0 million to be paid in each of the next three quarters. The purchase of the noncontrolling interest resulted in a reduction to APIC of $25.7 million (a non-cash transaction) for the excess of the purchase price over the noncontrolling interest balance.

23

During the fourth quarter of 2024, the Company purchased the remaining noncontrolling interest of Zelman Holdings, LLC for cash consideration of $11.9 million, all of which was paid at the time of closing. The purchase of the noncontrolling interest is expected to result in an increase to APIC of $9.8 million (a non-cash transaction) for the excess of the noncontrolling interest balance over the purchase price.

NOTE 11—SEGMENTS

The Company’s executive leadership team, which functions as the Company’s chief operating decision making body, makes decisions and assesses performance based on the following three reportable segments. The reportable segments are determined based on the product or service provided and reflect the manner in which management is currently evaluating the Company’s financial information.  

(i) Capital Markets (“CM”)—CM provides a comprehensive range of commercial real estate finance products to its customers, including Agency lending, debt brokerage, property sales, and appraisal and valuation services. The Company’s long-established relationships with the Agencies and institutional investors enable CM to offer a broad range of loan products and services to the Company’s customers, including first mortgage, second trust, supplemental, construction, mezzanine, preferred equity, and small-balance loans. CM provides property sales services to owners and developers of multifamily properties and commercial real estate and multifamily property appraisals for various investors. CM also provides real estate-related investment banking and advisory services, including housing market research.

As part of Agency lending, CM temporarily funds the loans it originates (loans held for sale) before selling them to the Agencies and earns net interest income on the spread between the interest income on the loans and the warehouse interest expense. For Agency loans, CM recognizes the fair value of expected net cash flows from servicing, which represents the right to receive future servicing fees. CM also earns fees for origination of loans for both Agency lending and debt brokerage, fees for property sales, appraisals, and investment banking and advisory services, and subscription revenue for its housing market research. Direct internal, including compensation, and external costs that are specific to CM are included within the results of this reportable segment.

(ii) Servicing & Asset Management (“SAM”)—SAM’s activities include: (i) servicing and asset-managing the portfolio of loans the Company (a) originates and sells to the Agencies, (b) brokers to certain life insurance companies, and (c) originates through its principal lending and investing activities, (ii) managing third-party capital invested in commercial real estate assets through senior secured debt or limited partnership equity instruments, e.g., preferred equity, mezzanine debt, etc. either through funds or direct investments, and (iii) managing third-party capital invested in tax credit equity funds focused on the LIHTC sector and other commercial real estate.

SAM earns revenue mainly through fees for servicing and asset-managing the loans in the Company’s servicing portfolio and asset management fees for managing third-party capital. Direct internal, including compensation, and external costs that are specific to SAM are included within the results of this reportable segment.

(iii) Corporate—The Corporate segment consists primarily of the Company’s treasury operations and other corporate-level activities. The Company’s treasury activities include monitoring and managing liquidity and funding requirements, including corporate debt. Other corporate-level activities include equity-method investments, accounting, information technology, legal, human resources, marketing, internal audit, and various other corporate groups (“support functions”). The Company does not allocate costs from these support functions to the CM or SAM segments in presenting segment operating results. The Company does allocate interest expense and income tax expense. Corporate debt and the related interest expense are allocated first based on specific acquisitions where debt was directly used to fund the acquisition, such as the acquisition of Alliant, and then based on the remaining segment assets. Income tax expense is allocated proportionally based on income from operations at each segment, except for significant, one-time tax activities, which are allocated entirely to the segment impacted by the tax activity.

24

The following tables provide a summary and reconciliation of each segment’s results for the three months ended September 30, 2024 and 2023.

Segment Results (in thousands)	For the three months ended September 30, 2024
Revenues		CM		SAM		Corporate		Consolidated
Loan origination and debt brokerage fees, net	$	72,723		823		—	$	73,546
Fair value of expected net cash flows from servicing, net		43,426		—		—		43,426
Servicing fees		—		82,222		—		82,222
Property sales broker fees		19,322		—		—		19,322
Investment management fees		—		11,744		—		11,744
Net warehouse interest income (expense)		(2,798)		651		—		(2,147)
Placement fees and other interest income		—		40,299		3,258		43,557
Other revenues		11,039		9,145		450		20,634
Total revenues	$	143,712	$	144,884	$	3,708	$	292,304
Expenses
Personnel	$	104,987		20,951		19,600	$	145,538
Amortization and depreciation		1,137		54,668		1,756		57,561
Provision (benefit) for credit losses		—		2,850		—		2,850
Interest expense on corporate debt		4,888		11,711		1,633		18,232
Goodwill impairment		—		—		—		—
Fair value adjustments to contingent consideration liabilities		(1,366)		—		—		(1,366)
Other operating expenses		5,137		6,611		20,236		31,984
Total expenses	$	114,783	$	96,791	$	43,225	$	254,799
Income (loss) from operations	$	28,929	$	48,093	$	(39,517)	$	37,505
Income tax expense (benefit)		7,073		10,756		(9,007)		8,822
Net income (loss) before noncontrolling interests	$	21,856	$	37,337	$	(30,510)	$	28,683
Less: net income (loss) from noncontrolling interests		26		(145)		—		(119)
Walker & Dunlop net income (loss)	$	21,830	$	37,482	$	(30,510)	$	28,802

25

Segment Results (in thousands)	For the three months ended September 30, 2023
Revenues		CM		SAM		Corporate		Consolidated
Loan origination and debt brokerage fees, net	$	56,149	$	—	$	—	$	56,149
Fair value of expected net cash flows from servicing, net		35,375		—		—		35,375
Servicing fees		—		79,200		—		79,200
Property sales broker fees		16,862		—		—		16,862
Investment management fees		—		13,362		—		13,362
Net warehouse interest income (expense)		(2,565)		534		—		(2,031)
Placement fees and other interest income		—		39,475		3,525		43,000
Other revenues		11,875		15,569		(618)		26,826
Total revenues	$	117,696	$	148,140	$	2,907	$	268,743
Expenses
Personnel	$	97,973	$	17,139	$	21,395	$	136,507
Amortization and depreciation		1,137		54,375		1,967		57,479
Provision (benefit) for credit losses		—		421		—		421
Interest expense on corporate debt		4,874		11,096		1,624		17,594
Goodwill impairment		14,000		—		—		14,000
Fair value adjustments to contingent consideration liabilities		(14,000)		—		—		(14,000)
Other operating expenses		4,193		5,039		19,297		28,529
Total expenses	$	108,177	$	88,070	$	44,283	$	240,530
Income (loss) from operations	$	9,519	$	60,070	$	(41,376)	$	28,213
Income tax expense (benefit)		2,386		15,040		(10,357)		7,069
Net income (loss) before noncontrolling interests	$	7,133	$	45,030	$	(31,019)	$	21,144
Less: net income (loss) from noncontrolling interests		83		(397)		—		(314)
Walker & Dunlop net income (loss)	$	7,050	$	45,427	$	(31,019)	$	21,458

26

The following tables provide a summary and reconciliation of each segment’s results for the nine months ended September 30, 2024 and 2023 and total assets as of September 30, 2024 and 2023.

Segment Results and Total Assets (in thousands)	As of and for the nine months ended September 30, 2024
Revenues		CM		SAM		Corporate		Consolidated
Loan origination and debt brokerage fees, net	$	180,264	$	2,356	$	—	$	182,620
Fair value of expected net cash flows from servicing, net		97,673		—		—		97,673
Servicing fees		—		242,683		—		242,683
Property sales broker fees		39,408		—		—		39,408
Investment management fees		—		40,086		—		40,086
Net warehouse interest income (expense)		(6,322)		1,475		—		(4,847)
Placement fees and other interest income		—		113,072		10,927		123,999
Other revenues		32,756		34,679		1,982		69,417
Total revenues	$	343,779	$	434,351	$	12,909	$	791,039
Expenses
Personnel	$	276,655	$	59,083	$	54,330	$	390,068
Amortization and depreciation		3,412		160,912		5,171		169,495
Provision (benefit) for credit losses		—		6,310		—		6,310
Interest expense on corporate debt		15,038		33,848		4,879		53,765
Goodwill impairment		—		—		—		—
Fair value adjustments to contingent consideration liabilities		(1,366)		—		—		(1,366)
Other operating expenses		14,831		18,462		60,093		93,386
Total expenses	$	308,570	$	278,615	$	124,473	$	711,658
Income (loss) from operations	$	35,209	$	155,736	$	(111,564)	$	79,381
Income tax expense (benefit)		8,689		38,430		(27,531)		19,588
Net income (loss) before noncontrolling interests	$	26,520	$	117,306	$	(84,033)	$	59,793
Less: net income (loss) from noncontrolling interests		353		(3,891)		—		(3,538)
Walker & Dunlop net income (loss)	$	26,167	$	121,197	$	(84,033)	$	63,331
Total assets	$	1,711,722		2,495,600		371,909	$	4,579,231

27

Segment Results and Total Assets (in thousands)	As of and for the nine months ended September 30, 2023
Revenues		CM		SAM		Corporate		Consolidated
Loan origination and debt brokerage fees, net	$	167,679	$	522	$	—	$	168,201
Fair value of expected net cash flows from servicing, net		107,446		—		—		107,446
Servicing fees		—		232,027		—		232,027
Property sales broker fees		38,831		—		—		38,831
Investment management fees		—		44,844		—		44,844
Net warehouse interest income (expense)		(7,006)		3,450		—		(3,556)
Placement fees and other interest income		—		100,636		8,674		109,310
Other revenues		40,735		42,697		(431)		83,001
Total revenues	$	347,685	$	424,176	$	8,243	$	780,104
Expenses
Personnel	$	281,502	$	53,669	$	53,254	$	388,425
Amortization and depreciation		3,412		161,935		5,390		170,737
Provision (benefit) for credit losses		—		(11,088)		—		(11,088)
Interest expense on corporate debt		13,870		31,385		4,623		49,878
Goodwill impairment		14,000		—		—		14,000
Fair value adjustments to contingent consideration liabilities		(14,000)		—		—		(14,000)
Other operating expenses		15,037		16,465		51,820		83,322
Total expenses	$	313,821	$	252,366	$	115,087	$	681,274
Income (loss) from operations	$	33,864	$	171,810	$	(106,844)	$	98,830
Income tax expense (benefit)		8,462		42,931		(26,698)		24,695
Net income (loss) before noncontrolling interests	$	25,402	$	128,879	$	(80,146)	$	74,135
Less: net income (loss) from noncontrolling interests		1,741		(3,364)		—		(1,623)
Walker & Dunlop net income (loss)	$	23,661	$	132,243	$	(80,146)	$	75,758
Total assets	$	1,424,270	$	2,361,245	$	492,336	$	4,277,851

28

NOTE 12—VARIABLE INTEREST ENTITIES

The Company provides alternative investment management services through the syndication of tax credit funds and development of affordable housing projects. To facilitate the syndication and development of affordable housing projects, the Company is involved with the acquisition and/or formation of limited partnerships and joint ventures with investors, property developers, and property managers that are variable interest entities (“VIEs”).

A detailed discussion of the Company’s accounting policies regarding the consolidation of VIEs and significant transactions involving VIEs is included in NOTE 2 and NOTE 17 of the 2023 Form 10-K.

As of September 30, 2024 and December 31, 2023, the assets and liabilities of the consolidated tax credit funds were immaterial. The table below presents the assets and liabilities of the Company’s consolidated joint venture development VIEs included in the Condensed Consolidated Balance Sheets:

Consolidated VIEs (in thousands)		September 30, 2024		December 31, 2023
Assets:
Cash and cash equivalents	$	630	$	2,841
Restricted cash		4,163		2,811
Receivables, net		27,707		28,256
Other Assets		48,246		47,249
Total assets of consolidated VIEs	$	80,746	$	81,157
Liabilities:
Other liabilities	$	57,578	$	53,526
Total liabilities of consolidated VIEs	$	57,578	$	53,526

The table below presents the carrying value and classification of the Company’s interests in nonconsolidated VIEs included in the Condensed Consolidated Balance Sheets:

Nonconsolidated VIEs (in thousands)		September 30, 2024		December 31, 2023
Assets
Committed investments in tax credit equity	$	333,713	$	154,028
Other assets: Equity-method investments		62,365		60,195
Total interests in nonconsolidated VIEs	$	396,078	$	214,223
Liabilities
Commitments to fund investments in tax credit equity	$	289,250	$	140,259
Total commitments to fund nonconsolidated VIEs	$	289,250	$	140,259
Maximum exposure to losses(1)(2)	$	396,078	$	214,223

(1) Maximum exposure determined as “Total interests in nonconsolidated VIEs.” The maximum exposure for the Company’s investments in tax credit equity is limited to the carrying value of its investment, as there are no funding obligations or other commitments related to the nonconsolidated VIEs other than the amounts presented in the table above.

(2) Based on historical experience and the underlying expected cash flows from the underlying investment, the maximum exposure of loss is not representative of the actual loss, if any, that the Company may incur.

29

Item 2.   Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in conjunction with the historical financial statements and the related notes thereto included elsewhere in this Quarterly Report on Form 10-Q (“Form 10-Q”). The following discussion contains, in addition to historical information, forward-looking statements that include risks and uncertainties. Our actual results may differ materially from those expressed or contemplated in those forward-looking statements as a result of certain factors, including those set forth under the headings “Forward-Looking Statements” and “Risk Factors” below and in our Annual Report on Form 10-K for the year ended December 31, 2023 (“2023 Form 10-K”).

Forward-Looking Statements

Some of the statements in this Quarterly Report on Form 10-Q of Walker & Dunlop, Inc. and subsidiaries (the “Company,” “Walker & Dunlop,” “we,” “us,” or “our”), may constitute forward-looking statements within the meaning of the federal securities laws. Forward-looking statements relate to expectations, projections, plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. In some cases, you can identify forward-looking statements by the use of forward-looking terminology such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” or “potential” or the negative of these words and phrases or similar words or phrases which are predictions of or indicate future events or trends and which do not relate solely to historical matters. You can also identify forward-looking statements by discussions of strategy, plans, or intentions.

The forward-looking statements contained in this Form 10-Q reflect our current views about future events and are subject to numerous known and unknown risks, uncertainties, assumptions, and changes in circumstances that may cause actual results to differ significantly from those expressed or contemplated in any forward-looking statement. Statements regarding the following subjects, among others, may be forward-looking:

● the future of the Federal National Mortgage Association (“Fannie Mae”) and the Federal Home Loan Mortgage Corporation (“Freddie Mac,” and together with Fannie Mae, the “GSEs”), including their existence, relationship to the U.S. federal government, origination capacities, and their impact on our business;

● changes to and trends in the interest rate environment and its impact on our business;

● our growth strategy;

● our projected financial condition, liquidity, and results of operations;

● our ability to obtain and maintain warehouse and other loan funding arrangements;

● our ability to make future dividend payments or repurchase shares of our common stock;

● availability of and our ability to attract and retain qualified personnel and our ability to develop and retain relationships with borrowers, key principals, and lenders;

● degree and nature of our competition;

● changes in governmental regulations, policies, and programs, tax laws and rates, and similar matters, and the impact of such regulations, policies, and actions;

● our ability to comply with the laws, rules, and regulations applicable to us, including additional regulatory requirements for broker-dealer and other financial services firms;

● trends in the commercial real estate finance market, commercial real estate values, the credit and capital markets, or the general economy, including demand for multifamily housing and rent growth;

● general volatility of the capital markets and the market price of our common stock; and

● other risks and uncertainties associated with our business described in our 2023 Form 10-K and our subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K filed with the Securities and Exchange Commission.

While forward-looking statements reflect our good-faith projections, assumptions, and expectations, they are not guarantees of future results. Furthermore, we disclaim any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, new information, data or methods, future events or other changes, except as required by applicable law. For a further discussion of these and other factors that could cause future results to differ materially from those expressed or contemplated in any forward-looking statements, see “Risk Factors.”

30

Business

Overview

We are a leading commercial real estate (i) services, (ii) finance, and (iii) technology company in the United States. Through investments in people, brand, and technology, we have built a diversified suite of commercial real estate services to meet the needs of our customers. Our services include (i) multifamily lending, property sales, appraisal, valuation, and research, (ii) commercial real estate debt brokerage and advisory services, (iii) investment management, and (iv) affordable housing lending, property sales, tax credit syndication, development, and investment. We leverage our technological resources and investments to (i) provide an enhanced experience for our customers, (ii) identify refinancing and other financial and investment opportunities for new and existing customers, and (iii) drive efficiencies in our internal processes. We believe our people, brand, and technology provide us with a competitive advantage, as evidenced by 68% of refinancing volumes coming from new loans to us and 19% of total transaction volumes coming from new customers for the nine months ended September 30, 2024.

We are one of the largest service providers to multifamily operators in the country. We originate, sell, and service a range of multifamily and other commercial real estate financing products, including loans through the programs of the GSEs, and the Federal Housing Administration, a division of the U.S. Department of Housing and Urban Development (together with Ginnie Mae, “HUD”) (collectively, the “Agencies”). We retain servicing rights and asset management responsibilities on substantially all loans that we originate for the Agencies’ programs. We broker, and occasionally service, loans to commercial real estate operators for many life insurance companies, commercial banks, and other institutional investors, in which cases we do not fund the loan but rather act as a loan broker.

We provide multifamily property sales brokerage and appraisal and valuation services and engage in commercial real estate investment management activities, including a focus on the affordable housing sector through low-income housing tax credit (“LIHTC”) syndication. We engage in the development and preservation of affordable housing projects through joint ventures with real estate developers and the management of funds focused on affordable housing. We provide housing market research and real estate-related investment banking and advisory services, which provide our clients and us with market insight into many areas of the housing market. Our clients are owners and developers of multifamily properties and other commercial real estate assets across the country. We also underwrite, service, and asset-manage shorter-term loans on transitional commercial real estate. Most of these shorter-term interim loans are closed through a joint venture or through separate accounts managed by our investment management subsidiary, Walker & Dunlop Investment Partners, Inc. (“WDIP”). In the past, some of these interim loans were closed and retained by us through our Interim Loan Program (as defined below in Investment Management and Principal Lending and Investing). We are a leader in commercial real estate technology, developing and acquiring technology resources that (i) provide innovative solutions and a better experience for our customers, (ii) allow us to drive efficiencies across our internal processes, and (iii) allow us to accelerate growth of our small-balance lending business and our appraisal platform, Apprise by Walker & Dunlop (“Apprise”).

Walker & Dunlop, Inc. is a holding company. We conduct the majority of our operations through Walker & Dunlop, LLC, our operating company.

Segments

Our executive leadership team, which functions as our chief operating decision making body, makes decisions and assesses performance based on the following three reportable segments: (i) Capital Markets, (ii) Servicing & Asset Management, and (iii) Corporate. The reportable segments are determined based on the product or service provided and reflect the manner in which management is currently evaluating the Company’s financial information. The segments and related services are described in the following paragraphs.

Capital Markets (“CM”)

CM provides a comprehensive range of commercial real estate finance products to our customers, including Agency lending, debt brokerage, property sales, appraisal and valuation services, and real estate related investment banking and advisory services, including housing market research. Our long-established relationships with the Agencies and institutional investors enable us to offer a broad range of loan products and services to our customers. We provide property sales services to owners and developers of multifamily properties and commercial real estate and multifamily property appraisals for various investors. Additionally, we earn subscription fees for our housing related research. The primary services within CM are described below.

31

Agency Lending

We are one of the leading lenders with the Agencies, where we originate and sell multifamily, manufactured housing communities, student housing, affordable housing, seniors housing, and small-balance multifamily loans. For additional information on our Agency lending services, refer to Item 1. Business in our 2023 Form 10-K.

We recognize Loan origination and debt brokerage fees, net and the Fair value of expected net cash flows from servicing, net from our lending with the Agencies when we commit to both originate a loan with a borrower and sell that loan to an investor. The loan origination and debt brokerage fees, net and the fair value of expected net cash flows from servicing, net for these transactions reflect the fair value attributable to loan origination fees, premiums on the sale of loans, net of any co-broker fees, and the fair value of the expected net cash flows associated with servicing the loans, net of any guaranty obligations retained.

We generally fund our Agency loan products through warehouse facility financing and sell them to investors in accordance with the related loan sale commitment, which we obtain concurrent with rate lock. Proceeds from the sale of the loan are used to pay off the warehouse facility borrowing. The sale of the loan is typically completed within 60 days after the loan is closed. We earn net warehouse interest income or expense from loans held for sale while they are outstanding equal to the difference between the note rate on the loan and the cost of borrowing of the warehouse facility. Our cost of borrowing can exceed the note rate on the loan, resulting in a net interest expense.

Our loan commitments and loans held for sale are currently not exposed to unhedged interest rate risk during the loan commitment, closing, and delivery process. The sale or placement of each loan to an investor is negotiated at the same time we establish the coupon rate for the loan. We also seek to mitigate the risk of a loan not closing by collecting good faith deposits from the borrower. The deposit is returned to the borrower only after the loan is closed. Any potential loss from a catastrophic change in the property condition while the loan is held for sale using warehouse facility financing is mitigated through property insurance equal to replacement cost. We are also protected contractually from an investor’s failure to purchase the loan. We have experienced an immaterial number of failed deliveries in our history and have incurred immaterial losses on such failed deliveries.

We may be obligated to repurchase loans that are originated for the Agencies’ programs if certain representations and warranties that we provide in connection with such originations are breached.

As part of our overall growth strategy, we are focused on significantly growing and investing in our small-balance multifamily lending platform, which involves a high volume of transactions with smaller loan balances. We have supported our small-balance lending platform with acquisitions in the past that have provided data analytics and further advanced our technology development capabilities in this area.

Debt Brokerage

Our mortgage bankers who focus on debt brokerage are engaged by borrowers to work with a variety of institutional lenders, banks, and various other institutional lenders to find the most appropriate debt and/or equity solution for the borrowers’ needs. These financing solutions are then funded directly by the lender, and we receive an origination fee for our services. On occasion, we service the loans after they are originated by the lender.

Property Sales

Through our subsidiary Walker & Dunlop Investment Sales (“WDIS”), we offer property sales brokerage services to owners and developers of multifamily and hospitality properties that are seeking to sell these properties. Through these property sales brokerage services, we seek to maximize proceeds and certainty of closure for our clients using our knowledge of the commercial real estate and capital markets and relying on our experienced transaction professionals. We receive a sales commission for brokering the sale of these assets on behalf of our clients, and we often are able to provide financing for the purchaser of the properties through our Agency or debt brokerage teams. We have increased the number of property sales brokers and the geographical reach of our investment sales platform over the past several years through hiring and acquisitions and intend to continue this expansion in support of our growth strategy, geographical reach, and service offerings. Our geographical reach now covers many major markets in the United States, and our service offerings now include sales of land, student, senior housing, hospitality, and affordable properties.

32

Housing Market Research and Real Estate Investment Banking Services

Our subsidiary Zelman & Associates (“Zelman”), is a nationally recognized housing market research and investment banking firm that enhances the information we provide to our clients and increases our access to high-quality market insights in many areas of the housing market, including construction trends, demographics, housing demand and mortgage finance. Zelman generates revenues through the sale of its housing market research data and related publications to banks, investment banks and other financial institutions. Zelman is also a leading independent investment bank providing comprehensive M&A advisory services and capital markets solutions to our clients within the housing and commercial real estate sectors. As part of our growth strategy, we have increased the number of investment bankers to broaden our reach and expertise within the residential housing, building products, multifamily and commercial real estate sectors. Prior to the fourth quarter of 2024, we owned a 75% controlling interest in Zelman. During the fourth quarter of 2024, we purchased the remaining 25% interest in Zelman.

Appraisal and Valuation Services

We offer multifamily appraisal and valuation services though our subsidiary, Apprise. Apprise leverages technology and data science to dramatically improve the consistency, transparency, and speed of multifamily property appraisals in the U.S. through our proprietary technology and provides appraisal services to a client list that includes many national commercial real estate lenders. Apprise also provides quarterly and annual valuation services to some of the largest institutional commercial real estate investors in the country. We have increased the number of valuation specialists and the geographical reach of our appraisal platform over the past several years through hiring and recruiting in support of our long-term growth strategy. The growth strategy has resulted in an increase in our market share of the appraisal market over the past several years. Additionally, these valuation specialists provide support for and insight to our Agency lending and property sales professionals.

Servicing & Asset Management (“SAM”)

SAM focuses on servicing and asset-managing the portfolio of loans we originate and sell to the Agencies, broker to certain life insurance companies, and originate through our principal lending and investing activities, and managing third-party capital invested in tax credit equity funds focused on the affordable housing sector and other commercial real estate. We earn servicing fees for overseeing the loans in our servicing portfolio and asset management fees for the capital invested in our funds. Additionally, we earn revenue through net interest income on the loans and the warehouse interest expense for loans held for investment. The primary services within SAM are described below. For additional information on our SAM services, refer to Item 1. Business in our 2023 Form 10-K.

Loan Servicing

We retain servicing rights and asset management responsibilities on substantially all of our Agency loan products that we originate and sell and generate cash revenues from the fees we receive for servicing the loans, from the placement fees on escrow deposits held on behalf of borrowers, and from other ancillary fees relating to servicing the loans. Servicing fees, which are based on servicing fee rates set at the time an investor agrees to purchase the loan and on the unpaid principal balance of the loan, are generally paid monthly for the duration of the loan. Our Fannie Mae and Freddie Mac servicing arrangements generally provide for prepayment protection to us in the event of a voluntary prepayment. For loans serviced outside of Fannie Mae and Freddie Mac, we typically do not have similar prepayment protections. For most loans we service under the Fannie Mae Delegated Underwriting and Servicing (“DUS”) program, we are required to advance the principal and interest payments and guarantee fees for four months should a borrower cease making payments under the terms of their loan, including while that loan is in forbearance. After advancing for four months, we may request reimbursement by Fannie Mae for the principal and interest advances, and Fannie Mae will reimburse us for these advances within 60 days of the request. Under the Ginnie Mae program, we are obligated to advance the principal and interest payments and guarantee fees until the HUD loan is brought current, fully paid or assigned to HUD. We are eligible to assign a loan to HUD once it is in default for 30 days. If the loan is not brought current, or the loan otherwise defaults, we are not reimbursed for our advances until such time as we assign the loan to HUD or work out a payment modification for the borrower. For loans in default, we may repurchase those loans out of the Ginnie Mae security, at which time our advance requirements cease, and we may then modify and resell the loan or assign the loan back to HUD and be reimbursed for our advances. We are not obligated to make advances on the loans we service under the Freddie Mac Optigo® program and our bank and life insurance company servicing agreements.

We have risk-sharing obligations on substantially all loans we originate under the Fannie Mae DUS program. When a Fannie Mae DUS loan is subject to full risk-sharing, we absorb losses on the first 5% of the unpaid principal balance of a loan at the time of loss settlement, and above 5% we share a percentage of the loss with Fannie Mae, with our maximum loss capped at 20% of the original unpaid principal balance of the loan (subject to doubling or tripling if the loan does not meet specific underwriting criteria or if the loan defaults within 12 months of its sale to Fannie Mae). Our full risk-sharing is currently limited to loans up to $300 million, which equates to a maximum loss per loan of $60 million (such exposure would occur in the event that the underlying collateral is determined to be completely without value at the time of loss).

33

For loans in excess of $300 million, we receive modified risk-sharing. We also may request modified risk-sharing at the time of origination on loans below $300 million, which reduces our potential risk-sharing losses from the levels described above if we do not believe that we are being fully compensated for the risks of the transaction. The full risk-sharing limit has varied over time. Accordingly, loans originated in prior periods may have been subject to modified risk-sharing at much lower levels.

Our servicing fees for risk-sharing loans include compensation for the risk-sharing obligations and are larger than the servicing fees we would receive from Fannie Mae for loans with no risk-sharing obligations. We receive a lower servicing fee for modified risk-sharing than for full risk-sharing. For brokered loans we also service, we collect ongoing servicing fees while those loans remain in our servicing portfolio. The servicing fees we typically earn on brokered loan transactions are substantially lower than the servicing fees we earn on Agency loans.

Investment Management and Principal Lending and Investing

Investment Management—Through our subsidiary, WDIP, we function as the operator of a private commercial real estate investment adviser focused on the management of debt, preferred equity, and mezzanine equity investments in middle-market commercial real estate funds. WDIP’s current regulatory assets under management (“AUM”) of $2.0 billion primarily consist of six investment vehicles: Fund III, Fund IV, Fund V, Fund VI, Fund VII (collectively, the “Funds”), and separate accounts managed primarily for life insurance companies. AUM for the Funds and for the separate accounts consists of both unfunded commitments and funded investments. Unfunded commitments are highest during the fundraising and investment phases. WDIP receives management fees based on both unfunded commitments and funded investments. Additionally, with respect to the Funds, WDIP receives a percentage of the return above the fund return hurdle rate specified in the fund agreements.

Through a joint venture with an affiliate of Blackstone Mortgage Trust, Inc., WDIP also offers short-term senior secured debt financing products that provide floating-rate, interest-only loans for terms of generally up to three years to experienced borrowers seeking to acquire or reposition multifamily properties that do not currently qualify for permanent financing (the “Interim Program JV” or the “joint venture”). The joint venture funds its operations using a combination of equity contributions from its owners and third-party credit facilities. We hold a 15% ownership interest in the Interim Program JV and are responsible for sourcing, underwriting, servicing, and asset-managing the loans originated by the joint venture. The Interim Program JV assumes full risk of loss while the loans it originates are outstanding, while we assume risk commensurate with our 15% ownership interest.

Principal Lending and Investing—Using a combination of our own capital and warehouse debt financing, we offer interim loans that do not meet the criteria of the Interim Program JV (the “Interim Loan Program”). We underwrite, service, and asset-manage all loans executed through the Interim Loan Program. We originate and hold these Interim Loan Program loans for investment, which are included on our balance sheet, and during the time that these loans are outstanding, we assume the full risk of loss. We have steadily reduced interim loan originations in order to focus on raising third-party capital solutions to meet market demand and pursue our investment management growth strategy.

In the fourth quarter of 2023, WDIP launched a credit fund focused on transitional lending with a large, institutional insurance company. The credit fund focuses on the same core product as the Interim Loan Program and Interim Program JV, and we expect to further wind down our reliance on the Interim Loan Program and Interim Program JV as a result of launching this credit fund. The Company underwrites, services, and asset manages all loans originated for the credit fund and has a 5% co-investment obligation. WDIP also receives a percentage of the return above the fund return hurdle rate specified in the fund operating agreements.

Affordable Housing Real Estate Services

We provide affordable housing investment management and real estate services through our subsidiaries, collectively known as Walker & Dunlop Affordable Equity programs (“WDAE”). WDAE is one of the largest tax credit syndicators and affordable housing developers in the U.S. and provides alternative investment management services focused on the affordable housing sector through LIHTC syndication, development of affordable housing projects through joint ventures, and affordable housing preservation fund management. Our affordable housing investment management team works with our developer clients to identify properties that will generate LIHTCs and meet our affordable investors’ needs, and forms limited partnership funds (“LIHTC funds”) with third-party investors that invest in the limited partnership interests in these properties. WDAE serves as the general partner of these LIHTC funds, and it receives fees, such as asset management fees, and a portion of refinance and disposition proceeds as compensation for its work as the general partner of the fund. Additionally, WDAE earns a syndication fee from the LIHTC funds for the identification, organization, and acquisition of affordable housing projects that generate LIHTCs.

34

We invest, as the managing or non-managing member of joint ventures, with developers of affordable housing projects that are partially funded through LIHTCs. When possible, WDAE syndicates the LIHTC investment necessary to build properties through these joint venture partnerships. The joint ventures earn developer fees, and we receive the portion of the economic benefits commensurate with our investment in the joint ventures, including cash flows from operations and sale/refinance. Additionally, WDAE invests with third-party investors (either in a fund or joint-venture structure) with the goal of preserving affordability on multifamily properties coming out of the LIHTC 15-year compliance period or on which market forces are unlikely to keep the properties affordable.

Corporate

The Corporate segment consists primarily of our treasury operations and other corporate-level activities. Our treasury operations include monitoring and managing our liquidity and funding requirements, including our corporate debt. Other major corporate-level functions include our equity-method investments, accounting, information technology, legal, human resources, marketing, internal audit, and various other corporate groups.

Basis of Presentation

The accompanying condensed consolidated financial statements include all the accounts of the Company and its wholly-owned subsidiaries, and all intercompany transactions have been eliminated.

Critical Accounting Estimates

Our condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), which requires management to make estimates based on certain judgments and assumptions that are inherently uncertain and affect reported amounts. The estimates and assumptions are based on historical experience and other factors management believes to be reasonable. Actual results may differ from those estimates and assumptions and the use of different judgments and assumptions may have a material impact on our results. The following critical accounting estimates involve significant estimation uncertainty that may have or is reasonably likely to have a material impact on our financial condition or results of operations. Additional information about our critical accounting estimates and other significant accounting policies is discussed in NOTE 2 of the consolidated financial statements in our 2023 Form 10-K.

Mortgage Servicing Rights (“MSRs”). MSRs are recorded at fair value at loan sale. The fair value at loan sale is based on estimates of expected net cash flows associated with the servicing rights and takes into consideration an estimate of loan prepayment. Initially, the fair value amount is included as a component of the derivative asset fair value at the loan commitment date. The estimated net cash flows from servicing, which includes assumptions for discount rate, placement fees, prepayment speed, and servicing costs, are discounted at a rate that reflects the credit and liquidity risk of the MSR over the estimated life of the underlying loan. The discount rates used throughout the periods presented for all MSRs were between 8-14% and varied based on the loan type. The life of the underlying loan is estimated giving consideration to the prepayment provisions in the loan and assumptions about loan behaviors around those provisions. Our model for MSRs assumes no prepayment prior to the expiration of the prepayment provisions and full prepayment of the loan at or near the point when the prepayment provisions have expired. The estimated net cash flows also include cash flows related to the future placement fees on deposit accounts associated with servicing the loans that are based on an earnings rate assumption. We include a servicing cost assumption to account for our expected costs to service a loan. The servicing cost assumption has had a de minimis impact on the estimate historically. We record an individual MSR asset for each loan at loan sale.

The assumptions used to estimate the fair value of capitalized MSRs are developed internally and are periodically compared to assumptions used by other market participants. Due to the relatively few transactions in the multifamily MSR market and the lack of significant changes in assumptions by market participants, we have experienced limited volatility in the assumptions historically, including the assumption that most significantly impacts the estimate: the discount rate. We do not expect to see significant volatility in the assumptions for the foreseeable future. We actively monitor the assumptions used and make adjustments to those assumptions when market conditions change, or other factors indicate such adjustments are warranted. Over the past three years, we have adjusted the placement fee assumption related to escrow deposits several times to reflect the current and expected future earnings rate projected for the life of the MSR. Subsequent to loan origination, the carrying value of the MSR is amortized over the expected life of the loan. We engage a third party on a semi-annual basis to assist with performing a fair value assessment of our servicing portfolio, primarily for financial statement disclosure purposes. Changes in our discount rate assumptions may materially impact the fair value of the MSRs (NOTE 3 of the condensed consolidated financial statements details the portfolio-level impact of a change in the discount rate).

35

Allowance for Risk-Sharing Obligations. This reserve liability (referred to as “allowance”) for risk-sharing obligations relates to our Fannie Mae at-risk servicing portfolio and is presented as a separate liability on our balance sheets. We record an estimate of the loss reserve for the current expected credit losses (“CECL”) for all loans in our Fannie Mae at-risk servicing portfolio. For those loans that are collectively evaluated, we use the weighted-average remaining maturity method (“WARM”) to calculate an estimated loss (“CECL allowance”). WARM uses an average annual loss rate that contains loss content over multiple vintages and loan terms and is used as a foundation for estimating the CECL allowance. The average annual loss rate is applied to the estimated unpaid principal balance over the contractual term, adjusted for estimated prepayments and amortization to arrive at the CECL allowance for the portion of the portfolio collectively evaluated as described further below.

One of the key components of a WARM calculation is the runoff rate, which is the expected rate at which loans in the current portfolio will amortize and prepay in the future based on our historical prepayment and amortization experience. We group loans by similar origination dates (vintage) and contractual maturity terms for purposes of calculating the runoff rate. We originate loans under the DUS program with various terms generally ranging from several years to 15 years; each of these various loan terms has a different runoff rate. The runoff rates applied to each vintage and contractual maturity term are determined using historical data; however, changes in prepayment and amortization behavior may significantly impact the estimate. We have not experienced significant changes in the runoff rate since we implemented CECL in 2020.

The weighted-average annual loss rate is calculated using a 10-year look-back period, utilizing the average portfolio balance and settled losses for each year. A 10-year period is used as we believe that this period of time includes sufficiently different economic conditions to generate a reasonable estimate of expected results in the future, given the relatively long-term nature of the current portfolio. As the weighted-average annual loss rate utilizes a rolling 10-year look-back period, the loss rate used in the estimate will change as loss data from earlier periods in the look-back period continue to fall off and as new loss data are added. For example, in the first quarter of 2024, loss data from earlier periods in the look-back period with significantly higher losses fell off and were replaced with more recent loss data with significantly lower losses, resulting in the weighted-average annual loss rate declining from 0.6 basis points to 0.3 basis points.

We currently use one year for our reasonable and supportable forecast period (“forecast period”) as we believe forecasts beyond one year are inherently less reliable. During the forecast period we apply an adjusted loss factor based on generally available economic and unemployment forecasts and a blended loss rate from historical periods that we believe reflect the forecasts. We revert to the historical loss rate over a one-year period on a straight-line basis. Over the past couple of years, the loss rate used in the forecast period reflects our expectations of the economic conditions impacting the multifamily sector over the coming year in relation to the historical period. For example, despite our historical loss rate declining from 0.6 basis points as of December 31, 2023 to 0.3 basis points as of March 31, 2024, our forecast-period loss rate remained relatively unchanged from 2.4 basis points as of December 31, 2023, to 2.3 basis points as of March 31, 2024. The forecast loss rate remaining the same reflects our relatively unchanged view of the uncertainty of the evolving macroeconomic conditions facing the multifamily sector.

NOTE 4 of the condensed consolidated financial statements outlines adjustments made in the loss rates used to account for the expected economic conditions as of a given period and the related impact on the estimate.

Changes in our expectations and forecasts have materially impacted, and in the future may materially impact, these inputs and the CECL allowance.

We evaluate our risk-sharing loans on a quarterly basis to determine whether there are loans that are probable of foreclosure. Specifically, we assess a loan’s qualitative and quantitative risk factors, such as payment status, property financial performance, local real estate market conditions, loan-to-value ratio, debt-service-coverage ratio, and property condition. When a loan is determined to be probable of foreclosure based on these factors (or has foreclosed), we remove the loan from the WARM calculation and individually assess the loan for potential credit loss. This assessment requires certain judgments and assumptions to be made regarding the property values and other factors, which may differ significantly from actual results. Loss settlement with Fannie Mae has historically concluded within 18 to 36 months after foreclosure. Historically, the initial collateral-based reserves have not varied significantly from the final settlement.

We actively monitor the judgments and assumptions used in our Allowance for Risk-Sharing Obligation estimate and make adjustments to those assumptions when market conditions change, or when other factors indicate such adjustments are warranted. We believe the level of Allowance for Risk-Sharing Obligation is appropriate based on our expectations of future market conditions; however, changes in one or more of the judgments or assumptions used above could have a significant impact on the estimate.

36

Contingent Consideration Liabilities. The Company often includes an earnout as part of the consideration paid for acquisitions to align the long-term interests of the acquiree with those of the Company. These earnouts contain milestones for achievement, which typically are revenue, revenue-like, or productivity measurements. If the milestone is achieved, the acquiree is paid the additional consideration. Upon acquisition, the Company is required to estimate the fair value of the earnout and include that fair value measurement as a component of the total consideration paid in the calculation of goodwill. The fair value of the earnout is recorded as a contingent consideration liability and is included within Other liabilities in the Condensed Consolidated Balance Sheet and adjusted to the estimated fair value at the end of each reporting period.

The determination of the fair value of contingent consideration liabilities requires significant management judgment and unobservable inputs to (i) determine forecasts and scenarios of future revenues, net cash flows and certain other performance metrics, (ii) assign a probability of achievement for the forecasts and scenarios, and (iii) select a discount rate. A Monte Carlo simulation analysis is used to determine many iterations of potential fair values. The average of these iterations is then used to determine the estimated fair value. We typically obtain the assistance of third-party valuation specialists to assist with the fair value estimation. The probability of the earnout achievement is based on management’s estimate of the expected future performance and other financial metrics of each of the acquired entities, which are subject to significant uncertainty. Changes to the aforementioned inputs impact the estimate; for example, in 2023, we recorded a $62.5 million reduction to the fair value of our contingent consideration liabilities based on revised management forecasts, scenarios, and other valuation inputs.

The aggregate fair value of our contingent consideration liabilities as of September 30, 2024 was $79.4 million. This fair value represents management’s best estimate of the discounted cash payments that will be made in the future for all of our contingent consideration arrangements. The maximum remaining undiscounted earnout payments as of September 30, 2024 was $258.5 million. In prior years, we made two large acquisitions that included significant amounts of contingent consideration to maximize alignment of the key principals and management teams.

Goodwill. As of both September 30, 2024 and December 31, 2023, we reported goodwill of $901.7 million. Goodwill represents the excess of cost over the identifiable net assets of businesses acquired. Goodwill is assigned to the reporting unit to which the acquisition relates. Goodwill is recognized as an asset and is reviewed for impairment annually as of October 1. Between annual impairment analyses, we perform an evaluation of recoverability, when events and circumstances indicate that it is more-likely-than not that the fair value of a reporting unit is below its carrying value. Impairment testing requires an assessment of qualitative factors to determine if there are indicators of potential impairment, followed by, if necessary, an assessment of quantitative factors. These factors include, but are not limited to, whether there has been a significant or adverse change in the business climate that could affect the value of an asset and/or significant or adverse changes in cash flow projections or earnings forecasts. These assessments require management to make judgments, assumptions, and estimates about projected cash flows, discount rates and other factors. Due to the challenging macroeconomic conditions in 2023, the projected cash flows for some of our reporting units declined, resulting in goodwill impairment in 2023 of $62.0 million that was attributed to reporting units within the Capital Markets segment. Due to improving macroeconomic conditions, as of September 30, 2024, there are no indicators of goodwill impairment; however, improvements in the macroeconomic conditions remain slow and may indicate additional goodwill impairment as we perform our annual goodwill impairment analysis.

37

Overview of Current Business Environment

In 2022 and 2023, inflation surged past historical norms, prompting the Federal Open Market Committee (“FOMC”) to aggressively raise the target Federal Funds Rate from near zero in March 2022 to a range of 5.25% to 5.50% by July 2023. This rapid increase, alongside high inflation and an uncertain economic outlook, led to substantial volatility in the capital markets, resulting in higher interest rates and reduced capital supply, trends that persisted into the first half of 2024. The commercial real estate sector is dependent on stable capital costs and available capital and experienced a notable decline in transaction activity, impacting our overall business performance in the first half of 2024.

The economy remains robust, with GDP and employment data showing resilience, while inflation has slowed considerably this year. In light of these conditions, the FOMC signaled it was nearing the end of its restrictive monetary policy throughout the second quarter of 2024. The shift in policy helped reduce market volatility, stabilize interest rates, and improve capital supply entering the second half of 2024. Consequently, our transaction activity rose by 37% quarter on quarter, signaling signs of a market recovery. In September 2024, the FOMC reduced the Fed Funds Rate by 0.50%, to 4.75% to 5.00%, further solidifying the near-term path for interest rates.  

Improved macroeconomic conditions led to increased transaction volumes for our business during the third quarter of 2024, which surged to $11.6 billion, our highest quarterly total in nearly two years, with notable increases in property sales (44%), Brokered (28%) and GSE (26%) transaction volumes compared to the third quarter last year. The multifamily property sales market was significantly disrupted by rapidly rising rates and a tighter supply of capital during the past two years. With supportive conditions in the third quarter 2024, our property sales volume surged to $3.6 billion, more than we closed for the first two quarters of the year combined. Increased transactions in the multifamily property sales sector provided a boost to the debt financing market as many acquisitions rely on debt financing. Consequently, we experienced a significant increase in GSE lending volumes this quarter to $3.5 billion, up 33% from the second quarter 2024. As the supply of third-party capital to commercial real estate continues to improve, life insurance companies, banks, and CMBS lenders increased their transaction activity, contributing to a 5% rise in our debt brokerage volumes compared to the second quarter 2024.

We anticipate long-term interest rates will remain stable, encouraging further adjustments in capital flow and gradually boosting transaction activity in the coming quarters. The Mortgage Bankers Association (MBA) forecasts multifamily lending will rise to $339 billion in 2024, a 25% increase from $271 billion in 2023. For this forecast to hold true, liquidity and interest rates must remain stable, promoting continued growth in the property sales sector and underlying debt financing markets, particularly our GSE lending executions, both of which we expect to remain elevated in the fourth quarter.

The Federal Housing Finance Agency (FHFA) set the 2024 loan origination caps for Fannie Mae and Freddie Mac at $70 billion each, a 7% decrease from 2023 but a 38% increase over actual 2023 lending volumes. For the year to date period ended September 30, 2024, Fannie Mae and Freddie Mac reported multifamily origination volumes of $32.5 billion and $35.1 billion, respectively, reflecting a 22% decrease and an 8% increase, respectively, compared to the same period in 2023, but leaving $72.4 billion in combined available lending capacity for the fourth quarter of 2024.

A large number of new multifamily properties were completed in 2023, primarily in sunbelt markets, and a near record 600,000 units are expected to be delivered this year. The increase in completions this year has presented an opportunity for our multifamily property sales team, as many builders look to sell stabilized assets. We are actively competing for market share, as customers increasingly seek experienced brokers to maximize value.

Macroeconomic conditions for multifamily properties remain stable. The national unemployment rate remains low at 4.1% in September 2024. According to RealPage, vacancies stabilized around 5.6% as of September 2024, down from 5.8% in December 2023 and consistent with September 2023. Despite the large supply of new units this year, many properties and regions across the U.S. continue growing rents with Zelman, our housing research arm, predicting national rent growth of approximately 2% this year. Beyond 2024, multifamily completions are anticipated to decrease significantly due to stalled new construction starts in 2023 and 2024, largely driven by tighter liquidity and the aforementioned macroeconomic challenges during the last two years. Long term, we believe the fundamentals for multifamily properties will trend positively due to constrained supply resulting from reduced construction starts, recent negative trends in household formation and a lack of entry-level single-family homes driving strong demand for rental housing in many areas. That will continue to position multifamily assets as an attractive investment option, benefitting our property sales, GSE lending and HUD lending operations.

We initiated the Interim Program Joint Venture to enhance our capacity for originating Interim Program loans beyond our own balance sheet. Over the past two years, we have shifted our transitional lending strategy towards our investment management platform and our registered investment adviser, WDIP. In light of increased distress in the transitional lending market, especially within CLOs, we are actively raising capital to address market demand as these loans mature in 2024 and 2025. Our first credit fund, launched in the fourth quarter of 2023,

38

successfully raised $150 million from a prominent life insurance company, enabling WDIP to deploy nearly half a billion dollars of leveraged capital to the transitional multifamily lending market this year. We are continuing to raise additional capital to support this strategy, with WDIP underwriting, servicing and managing all loans originated for the credit fund, while maintaining only a 5% co-investment obligation from the Company.

Through our subsidiary, WDAE, we provide alternative investment management services focused on affordable housing, including LIHTC syndication, joint venture development, and community preservation fund management. We ranked as the eighth largest LIHTC syndicator in 2023 and continue to pursue combined LIHTC syndication and affordable housing services to generate significant long-term financing, property sales, and syndication opportunities. Additionally, the FHFA’s 2024 loan origination caps of $140 billion require that at least 50% of the GSEs’ multifamily business target affordable housing. We anticipate these initiatives, combined with ongoing demand for affordable housing, will create growth opportunities for both WDAE and our debt financing and property sales teams focused on this sector.

Consolidated Results of Operations

The following is a discussion of our consolidated results of operations for the three- and nine-month periods ended September 30, 2024 and 2023. The financial results are not necessarily indicative of future results. Our quarterly results have fluctuated in the past and are expected to fluctuate in the future, reflecting the interest rate environment, the volume of transactions, business acquisitions, regulatory actions, industry trends, and general economic conditions. The table below provides supplemental data regarding our financial performance.

SUPPLEMENTAL OPERATING DATA

CONSOLIDATED

	For the three months ended						For the nine months ended
	September 30,						September 30,
(in thousands)	2024			2023			2024			2023
Transaction Volume:
Debt Financing Volume	$	8,013,432		$	6,047,394		$	20,158,458		$	17,781,027
Property Sales Volume		3,602,675			2,508,073			6,300,609			5,907,138
Total Transaction Volume	$	11,616,107		$	8,555,467		$	26,459,067		$	23,688,165
(in thousands, except per share data)
Key Performance Metrics
Operating margin		13	%		10	%		10	%		13	%
Return on equity		7			5			5			6
Walker & Dunlop net income	$	28,802		$	21,458		$	63,331		$	75,758
Adjusted EBITDA(1)		78,905			74,065			233,972			212,541
Diluted EPS		0.85			0.64			1.87			2.25
Key Expense Metrics (as a percentage of total revenues):
Personnel expenses		50	%		51	%		49	%		50	%
Other operating expenses		11			11			12			11

(in thousands)	As of September 30,
Managed Portfolio	2024		2023
Servicing Portfolio	$	134,080,546	$	128,959,434
Assets under management		18,210,452		17,334,877
Total Managed Portfolio	$	152,290,998	$	146,294,311

(1) This is a non-GAAP financial measure. For more information on adjusted EBITDA, refer to the section below titled “Non-GAAP Financial Measure.”

39

The following tables present period-to-period comparisons of our financial results for the three- and nine-month periods ended September 30, 2024 and 2023.

FINANCIAL RESULTS – THREE MONTHS

CONSOLIDATED

	For the three months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Revenues
Loan origination and debt brokerage fees, net	$	73,546	$	56,149	$	17,397	31	%
Fair value of expected net cash flows from servicing, net		43,426		35,375		8,051	23
Servicing fees		82,222		79,200		3,022	4
Property sales broker fees		19,322		16,862		2,460	15
Investment management fees		11,744		13,362		(1,618)	(12)
Net warehouse interest income (expense)		(2,147)		(2,031)		(116)	(6)
Placement fees and other interest income		43,557		43,000		557	1
Other revenues		20,634		26,826		(6,192)	(23)
Total revenues	$	292,304	$	268,743	$	23,561	9
Expenses
Personnel	$	145,538	$	136,507	$	9,031	7	%
Amortization and depreciation		57,561		57,479		82	0
Provision (benefit) for credit losses		2,850		421		2,429	577
Interest expense on corporate debt		18,232		17,594		638	4
Goodwill impairment		-		14,000		(14,000)	(100)
Fair value adjustments to contingent consideration liabilities		(1,366)		(14,000)		12,634	90
Other operating expenses		31,984		28,529		3,455	12
Total expenses	$	254,799	$	240,530	$	14,269	6
Income from operations	$	37,505	$	28,213	$	9,292	33
Income tax expense		8,822		7,069		1,753	25
Net income before noncontrolling interests	$	28,683	$	21,144	$	7,539	36
Less: net income (loss) from noncontrolling interests		(119)		(314)		195	62
Walker & Dunlop net income	$	28,802	$	21,458	$	7,344	34

Three months ended September 30, 2024 compared to three months ended September 30, 2023

The increase in revenues was primarily driven by increases in loan origination and debt brokerage fees, net (“Origination fees”), the fair value of expected net cash flows from servicing, net (“MSR income”), servicing fees, and property sales broker fees, partially offset by decreases in investment management fees and other revenues. Origination fees increased primarily due to the increase in our debt financing volumes. MSR income increased mostly due to an increase in our Agency debt financing volume. Servicing fees increased primarily due to the increase in the size of our GSE servicing portfolio. The increase in property sales broker fees was largely driven by an increase in property sales volume. Investment management fees decreased largely as a result of a decline in asset management fees from our LIHTC operations. Other revenues decreased primarily due to lower syndication and other revenues from our LIHTC operations.

The increase in expenses was primarily due to increases in personnel expense, provision (benefit) for credit losses, fair value adjustments to contingent consideration, and other operating expenses, partially offset by a decrease in goodwill impairment. Personnel expense increased primarily due to an increase in commission costs due to the aforementioned increase in debt financing volume and origination fees. The increase in provision for credit losses was mainly attributable to an increase in the estimated fair value of the liability associated with a loan forbearance and indemnification agreement with Freddie Mac entered into during the first quarter of 2024. The period-over-period change in fair value adjustments to contingent consideration liabilities increased expenses as the fair value adjustments made to contingent consideration liabilities in the third quarter of 2024 were associated with a much smaller acquisition than those made in the prior year. Other operating expenses increased due to increases in professional fees, office expenses, and miscellaneous expenses. Goodwill impairment decreased due to a goodwill impairment triggering event that occurred in the third quarter of 2023, with no similar event in occurring in the third quarter of 2024.

40

The increase in income tax expense was primarily by the 33% increase in income from operations. Partially, offsetting the increase in income tax expense was a lower estimated annual effective tax rate for the three months ended September 30, 2024 compared to the three months ended September 30, 2023 due to a $1.1 million tax adjustment to our international tax accruals due to a lower than estimated amount of taxes in our 2022 return, which was recently filed timely.

FINANCIAL RESULTS – NINE MONTHS

CONSOLIDATED

	For the nine months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Revenues
Loan origination and debt brokerage fees, net	$	182,620	$	168,201	$	14,419	9	%
Fair value of expected net cash flows from servicing, net		97,673		107,446		(9,773)	(9)
Servicing fees		242,683		232,027		10,656	5
Property sales broker fees		39,408		38,831		577	1
Investment management fees		40,086		44,844		(4,758)	(11)
Net warehouse interest income (expense)		(4,847)		(3,556)		(1,291)	(36)
Placement fees and other interest income		123,999		109,310		14,689	13
Other revenues		69,417		83,001		(13,584)	(16)
Total revenues	$	791,039	$	780,104	$	10,935	1
Expenses
Personnel	$	390,068	$	388,425	$	1,643	0	%
Amortization and depreciation		169,495		170,737		(1,242)	(1)
Provision (benefit) for credit losses		6,310		(11,088)		17,398	157
Interest expense on corporate debt		53,765		49,878		3,887	8
Goodwill impairment		—		14,000		(14,000)	(100)
Fair value adjustments to contingent consideration liabilities		(1,366)		(14,000)		12,634	90
Other operating expenses		93,386		83,322		10,064	12
Total expenses	$	711,658	$	681,274	$	30,384	4
Income from operations	$	79,381	$	98,830	$	(19,449)	(20)
Income tax expense		19,588		24,695		(5,107)	(21)
Net income before noncontrolling interests	$	59,793	$	74,135	$	(14,342)	(19)
Less: net income (loss) from noncontrolling interests		(3,538)		(1,623)		(1,915)	(118)
Walker & Dunlop net income	$	63,331	$	75,758	$	(12,427)	(16)

Nine months ended September 30, 2024 compared to nine months ended September 30, 2023

The increase in revenues was largely driven by increases in origination fees, servicing fees, and placement fees and other interest income, partially offset by decreases in MSR income, investment management fees, and other revenues. Origination fees increased primarily due to the increase in debt financing volumes. Servicing fees increased primarily due to the increase in the size of our GSE servicing portfolio. Placement fees and other interest income increased primarily as a result of a higher placement fee rate due to a higher short-term interest rate environment. MSR income decreased largely due to a decrease in Fannie Mae debt financing volume. Investment management fees decreased largely as a result of a decline in asset management fees from our LIHTC operations. Other revenues declined primarily due to a decline in investment banking revenues and a decrease in syndication and other revenues from our LIHTC operations.

The increase in expenses was primarily due to a significant change in the provision (benefit) for credit losses and increases in fair value adjustments to contingent consideration liabilities, interest expense on corporate debt, and other operating expenses, partially offset by a decrease in goodwill impairment. Provision (benefit) for credit losses switched from a large benefit in 2023 to a provision in 2024. The provision for credit losses in 2024 was primarily attributable to losses related to the forbearance and indemnification agreements with Freddie Mac discussed in NOTE 2. The benefit for credit losses in 2023 was primarily due to the annual update of our historical loss rate that resulted in a large decrease to the calculated expected credit losses. The period-over-period change in fair value adjustments to contingent consideration liabilities increased expenses as the fair value adjustments made to contingent consideration liabilities in 2024 were associated with a much

41

smaller acquisition than those made in the prior year. Interest expense on corporate debt increased largely due to an increase in the interest rate on the debt as its floating rate is tied to short-term interest rates, which were higher overall in 2024 than 2023. Other operating expenses increased largely as a result of increased travel and entertainment mostly related to our all-company meeting, with no comparable activity in 2023, software costs associated with automation efforts, and miscellaneous expenses. Goodwill impairment decreased due to a goodwill impairment triggering event that occurred in the third quarter of 2023, with no similar event in occurring in the third quarter of 2024.

The decrease in income tax expense was principally driven by the 20% decrease in income from operations and a $1.1 million tax adjustment to our international tax accruals due to a lower than estimated amount of taxes in our 2022 return, which was recently filed timely.

A discussion of the financial results for our segments is included further below.

Non-GAAP Financial Measure

To supplement our financial statements presented in accordance with GAAP, we use adjusted EBITDA, a non-GAAP financial measure. The presentation of adjusted EBITDA is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. When analyzing our operating performance, readers should use adjusted EBITDA in addition to, and not as an alternative for, net income. Adjusted EBITDA represents net income before income taxes, interest expense on our corporate debt, and amortization and depreciation, adjusted for provision (benefit) for credit losses, net write-offs, stock-based incentive compensation charges, the fair value of expected net cash flows from servicing, net, the write off of the unamortized balance of premium associated with the repayment of a portion of our corporate debt, goodwill impairment, and contingent consideration liability fair value adjustments when the fair value adjustment is a triggering event for a goodwill impairment assessment. In cases where the fair value adjustment of contingent consideration liabilities is a trigger for goodwill impairment, the goodwill impairment is netted against the fair value adjustment of contingent consideration liabilities and included as a net number. Because not all companies use identical calculations, our presentation of adjusted EBITDA may not be comparable to similarly titled measures of other companies. Furthermore, adjusted EBITDA is not intended to be a measure of free cash flow for our management’s discretionary use, as it does not reflect certain cash requirements such as tax and debt service payments. The amounts shown for adjusted EBITDA may also differ from the amounts calculated under similarly titled definitions in our debt instruments, which are further adjusted to reflect certain other cash and non-cash charges that are used to determine compliance with financial covenants.

We use adjusted EBITDA to evaluate the operating performance of our business, for comparison with forecasts and strategic plans, and for benchmarking performance externally against competitors. We believe that this non-GAAP measure, when read in conjunction with our GAAP financials, provides useful information to investors by offering:

● the ability to make more meaningful period-to-period comparisons of our ongoing operating results;

● the ability to better identify trends in our underlying business and perform related trend analyses; and

● a better understanding of how management plans and measures our underlying business.

We believe that adjusted EBITDA has limitations in that it does not reflect all of the amounts associated with our results of operations as determined in accordance with GAAP and that adjusted EBITDA should only be used to evaluate our results of operations in conjunction with net income on both a consolidated and segment basis. Adjusted EBITDA is reconciled to net income as follows:

42

ADJUSTED FINANCIAL MEASURE RECONCILIATION TO GAAP

CONSOLIDATED

	For the three months ended				For the nine months ended
	September 30,				September 30,
(in thousands)	2024		2023		2024		2023
Reconciliation of Walker & Dunlop Net Income to Adjusted EBITDA
Walker & Dunlop Net Income	$	28,802	$	21,458	$	63,331	$	75,758
Income tax expense		8,822		7,069		19,588		24,695
Interest expense on corporate debt		18,232		17,594		53,765		49,878
Amortization and depreciation		57,561		57,479		169,495		170,737
Provision (benefit) for credit losses		2,850		421		6,310		(11,088)
Net write-offs(1)		(468)		(2,008)		(468)		(8,041)
Stock-based compensation expense		6,532		7,427		19,624		22,468
MSR income		(43,426)		(35,375)		(97,673)		(107,446)
Write off of unamortized premium from corporate debt repayment		—		—		—		(4,420)
Goodwill impairment, net of contingent consideration liability fair value adjustments(2)		—		—		—		—
Adjusted EBITDA	$	78,905	$	74,065	$	233,972	$	212,541

(1) The net write-offs for the nine months ended September 30, 2023 includes the $6.0 million write-off of a collateral-based reserve related to a loan held for investment during the second quarter of 2023.

(2) For the three and nine months ended September 30, 2023, includes goodwill impairment of $14.0 million and contingent consideration liability fair value adjustments of $14.0 million. For the three and nine months ended September 30, 2024, there was no goodwill impairment or contingent consideration liability fair value adjustments that resulted in a triggering event for a goodwill impairment assessment.

The following tables present period-to-period comparisons of the components of adjusted EBITDA for the three- and nine-month periods ended September 30, 2024 and 2023.

ADJUSTED EBITDA – THREE MONTHS

CONSOLIDATED

	For the three months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Loan origination and debt brokerage fees, net	$	73,546	$	56,149	$	17,397	31	%
Servicing fees		82,222		79,200		3,022	4
Property sales broker fees		19,322		16,862		2,460	15
Investment management fees		11,744		13,362		(1,618)	(12)
Net warehouse interest income (expense)		(2,147)		(2,031)		(116)	(6)
Placement fees and other interest income		43,557		43,000		557	1
Other revenues		20,753		27,140		(6,387)	(24)
Personnel		(139,006)		(129,080)		(9,926)	8
Net write-offs		(468)		(2,008)		1,540	(77)
Other operating expenses		(30,618)		(28,529)		(2,089)	7
Adjusted EBITDA	$	78,905	$	74,065	$	4,840	7

Three months September 30, 2024 compared to three months ended September 30, 2023

Origination fees increased due to the increase in debt financing volume. Servicing fees increased largely due to growth in the average servicing portfolio period over period. Property sales broker fees increased as a result of the growth in property sales volume. Investment management fees decreased due to a decline in asset management fees from our LIHTC operations. Other revenues decreased due to lower syndication and other revenues from our LIHTC operations. Net write-offs decreased due to the size of loss settlement, as we had a larger loss settlement on a loan in our at-risk portfolio during the third quarter of 2023 compared to the third quarter of 2024. Other operating expenses increased due to increases in professional fees, office expenses, and miscellaneous expenses.

43

ADJUSTED EBITDA – NINE MONTHS

CONSOLIDATED

	For the nine months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Loan origination and debt brokerage fees, net	$	182,620	$	168,201	$	14,419	9	%
Servicing fees		242,683		232,027		10,656	5
Property sales broker fees		39,408		38,831		577	1
Investment management fees		40,086		44,844		(4,758)	(11)
Net warehouse interest income (expense)		(4,847)		(3,556)		(1,291)	(36)
Placement fees and other interest income		123,999		109,310		14,689	13
Other revenues		72,955		84,624		(11,669)	(14)
Personnel		(370,444)		(365,957)		(4,487)	1
Net write-offs(1)		(468)		(8,041)		7,573	(94)
Other operating expenses		(92,020)		(87,742)		(4,278)	5
Adjusted EBITDA	$	233,972	$	212,541	$	21,431	10

⁽¹⁾ The net write-offs for the nine months ended September 30, 2023 includes the $6.0 million write-off of a collateral-based reserve related to a loan held for investment during the second quarter of 2023.

Nine months ended September 30, 2024 compared to nine months ended September 30, 2023

Origination fees increased due to the increase in debt financing volume. Servicing fees increased largely due to growth in the average servicing portfolio period over period. Investment management fees decreased due to a decline in asset management fees from our LIHTC operations. Placement fees and other interest income increased largely as result of higher placement fee rates due to a higher short-term interest rate environment. Other revenues declined mostly due to decreases in investment banking revenues and syndication and other revenues from our LIHTC operations. Personnel expenses increased primarily due to an increase in commission costs. Net write-offs decreased due to the size and number of loss settlements, as we had two loss settlements with larger losses in 2023 compared to one small loss settlement in 2024. Other operating expenses increased largely as a result of increased (i) travel and entertainment mostly related to our all-company meeting, with no comparable activity in 2023, (ii) software costs associated with automation efforts, and (iii) miscellaneous expenses.

Financial Condition

Cash Flows from Operating Activities

Our cash flows from operating activities are generated from loan sales, servicing fees, placement fees, net warehouse interest income (expense), property sales broker fees, investment management fees, research subscription fees, investment banking advisory fees, and other income, net of loan originations and operating costs. Our cash flows from operations are impacted by the fees generated by our loan originations and property sales, the timing of loan closings, and the period of time loans are held for sale in the warehouse loan facility prior to delivery to the investor.

Cash Flows from Investing Activities

Our cash flows from investing activities include capital expenditures, the funding and repayment of loans held for investment, contributions to and distributions from joint ventures, purchases of equity-method investments, cash paid for acquisitions, and the purchase of available-for-sale (“AFS”) securities pledged to Fannie Mae.

Cash Flows from Financing Activities

We use our warehouse loan facilities and, when necessary, our corporate cash to fund loan closings, both for loans held for sale and loans held for investment. We believe that our current warehouse loan facilities are adequate to meet our loan origination needs. Historically, we have used a combination of long-term debt and cash flows from operating activities to fund large acquisitions. Additionally, we repurchase shares, pay cash dividends, make long-term debt principal payments, and repay short-term borrowings on a regular basis. We issue stock primarily in connection with the exercise of stock options (cash inflow) and occasionally for acquisitions (non-cash transactions).

44

Nine Months Ended September 30, 2024 Compared to Nine Months Ended September 30, 2023

The following table presents a period-to-period comparison of the significant components of cash flows for the nine months ended September 30, 2023 and 2024.

SIGNIFICANT COMPONENTS OF CASH FLOWS

	For the nine months ended September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Net cash provided by (used in) operating activities	$	(401,458)	$	(332,412)	$	(69,046)	21	%
Net cash provided by (used in) investing activities		(37,143)		146,569		(183,712)	(125)
Net cash provided by (used in) financing activities		313,838		228,207		85,631	38
Total of cash, cash equivalents, restricted cash, and restricted cash equivalents at end of period		266,640		300,647		(34,007)	(11)
Cash provided by (used in) operating activities
Net receipt (use) of cash for loan origination activity	$	(441,774)	$	(378,891)	$	(62,883)	17	%
Net cash provided by (used in) operating activities, excluding loan origination activity		40,316		46,479		(6,163)	(13)
Cash provided by (used in) investing activities
Purchases of pledged AFS securities	$	(20,900)	$	—	$	(20,900)	N/A	%
Originations and repurchase of loans held for investment		(25,619)		(366)		(25,253)	6,900
Principal collected on loans held for investment		17,659		161,167		(143,508)	(89)
Cash provided by from (used in) financing activities
Borrowings (repayments) of warehouse notes payable, net	$	452,497	$	387,109	$	65,388	17	%
Repayments of interim warehouse notes payable		(13,884)		(119,835)		105,951	(88)
Repayments of notes payable		(6,013)		(120,046)		114,033	(95)
Repurchase of common stock		(12,012)		(18,928)		6,916	(37)
Borrowings of note payable		—		196,000		(196,000)	(100)
Payment of contingent consideration		(34,317)		(26,090)		(8,227)	32
Purchase of noncontrolling interest		(5,000)		—		(5,000)	N/A

Operating Activities

Cash provided by (used in) operating activities changed due to:

(i) Loan origination activity. Agency loans originated are held for short periods of time, generally less than 60 days, and impact cash flows presented as of a point in time due to the timing difference between the date of origination and date of delivery. The increase in net cash used in loan origination activities is primarily attributable to originations outpacing sales by $441.8 million in 2024 compared to $378.9 million in 2023.

(ii) Other activities. Cash flows provided by other operating activities were $40.3 million in 2024, down from $46.5 million in 2023. The primary reason for the change was a change in the adjustment for credit losses. The provision (benefit) for credit losses was a $6.3 million positive adjustment for the nine months ended September 30, 2024 compared to an $11.1 million negative adjustment for the nine months ended September 30, 2023. This positive benefit to cash from operating activities was partially offset by a $9.2 million increase in other operating activities, net and a $14.3 million decrease in net income.

Investing Activities

Cash provided by (used in) investing activities changed due to:

(i)  AFS securities. Purchases of AFS securities increased during 2024 as we reinvested proceeds from the prepayment of AFS securities.

45

(ii)  Principal collected on loans held for investment. The principal collected on loans held of investment decreased, as we have been winding down our Interim Loan Program (“ILP”) loans over the past several years. As of the beginning of 2024, we only had two ILP loans compared to nine loans as of the beginning of 2023.

(iii) Originations and repurchase of loans held for investment. The increase was due to an Agency loan repurchase during 2024 with no comparable activity in 2023 and the origination of a short-term bridge loan during 2024 compared to minimal originations in 2023.

Financing Activities

Cash provided by (used in) financing activities changed due to:

(i)  Net borrowings of warehouse notes payable. The increase was due to the aforementioned increase in cash used in loan origination activity.

(ii) Repayments of interim warehouse notes payable. The decrease was due to the aforementioned decrease in net principal collected on loans held for investment.

(iii) Repayments of notes payable. In 2023, we had an additional borrowing under our Term Loan (as defined in Liquidity and Capital Resources below), a portion of which was used to repay a note payable at one of our subsidiaries, with no comparable activity in 2024. The activity in 2024 represents routine quarterly principal payments on our Term Loan.

(iv) Repurchase of common stock. The decrease in repurchases of common stock was related to a decrease in the number and value of employee stock vesting events related to previously issued equity grants under our various share-based compensation plans.

Partially offsetting the aforementioned changes that increased cash were the following activities that decreased cash:

(i)  Borrowings of note payable. The decrease was attributable to an additional borrowing under our Term Loan (as discussed in Liquidity and Capital Resources below) in 2023, with no comparable activity in 2024.

(ii) Payment of contingent consideration. The increase was due to earnout targets being met by one of our larger contingent consideration liabilities at a higher rate in 2024 than in 2023.

(iii) Purchase of noncontrolling interest. This was a unique transaction in 2024 with no comparable activity in 2023.

Segment Results

The Company is managed based on our three reportable segments: (i) Capital Markets, (ii) Servicing & Asset Management, and (iii) Corporate. The segment results below are intended to present each of the reportable segments on a stand-alone basis.

46

Capital Markets

SUPPLEMENTAL OPERATING DATA

CAPITAL MARKETS

	For the three months ended
	September 30,						Dollar		Percentage
(in thousands)	2024			2023			Change		Change
Transaction Volume
Components of Debt Financing Volume
Fannie Mae	$	2,001,356		$	1,739,332		$	262,024	15	%
Freddie Mac		1,545,939			1,072,048			473,891	44
Ginnie Mae ̶ HUD		272,054			86,557			185,497	214
Brokered(1)		4,028,208			3,149,457			878,751	28
Total Debt Financing Volume	$	7,847,557		$	6,047,394		$	1,800,163	30	%
Property sales volume		3,602,675			2,508,073			1,094,602	44
Total Transaction Volume	$	11,450,232		$	8,555,467		$	2,894,765	34	%
Key Performance Metrics (in thousands)
Net income	$	21,830		$	7,050			14,780	210
Adjusted EBITDA(2)		(4,601)			(15,704)			11,103	71
Operating margin		20	%		8	%
Key Revenue Metrics (as a percentage of debt financing volume)
Origination fees		0.93	%		0.93	%
MSR income		0.55			0.58
MSR income, as a percentage of Agency debt financing volume		1.14			1.22

	For the nine months ended
	September 30,						Dollar		Percentage
(in thousands)	2024			2023			Change		Change
Transaction Volume
Components of Debt Financing Volume
Fannie Mae	$	4,415,528		$	5,328,992		$	(913,464)	(17)	%
Freddie Mac		3,674,055			3,260,672			413,383	13
Ginnie Mae ̶ HUD		472,092			361,929			110,163	30
Brokered(1)		11,200,133			8,829,434			2,370,699	27
Total Debt Financing Volume	$	19,761,808		$	17,781,027		$	1,980,781	11	%
Property sales volume		6,300,609			5,907,138			393,471	7
Total Transaction Volume	$	26,062,417		$	23,688,165		$	2,374,252	10	%
Key Performance Metrics (in thousands)
Net income	$	26,167		$	23,661			2,506	11	%
Adjusted EBITDA(2)		(32,431)			(44,725)			12,294	27
Operating margin		10	%		10	%
Key Revenue Metrics (as a percentage of debt financing volume)
Origination fees		0.91	%		0.94	%
MSR income		0.49			0.60
MSR income, as a percentage of Agency debt financing volume		1.14			1.20

(1) Brokered transactions for life insurance companies, commercial banks, and other capital sources.

(2) This is a non-GAAP financial measure. For more information on adjusted EBITDA, refer to the section below titled “Non-GAAP Financial Measure.”

47

FINANCIAL RESULTS – THREE MONTHS

CAPITAL MARKETS

	For the three months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Revenues
Origination fees	$	72,723	$	56,149	$	16,574	30	%
MSR income		43,426		35,375		8,051	23
Property sales broker fees		19,322		16,862		2,460	15
Net warehouse interest income (expense), loans held for sale		(2,798)		(2,565)		(233)	(9)
Other revenues		11,039		11,875		(836)	(7)
Total revenues	$	143,712	$	117,696	$	26,016	22
Expenses
Personnel	$	104,987	$	97,973	$	7,014	7	%
Amortization and depreciation		1,137		1,137		—	—
Interest expense on corporate debt		4,888		4,874		14	0
Goodwill impairment		—		14,000		(14,000)	(100)
Fair value adjustments to contingent consideration liabilities		(1,366)		(14,000)		12,634	90
Other operating expenses		5,137		4,193		944	23
Total expenses	$	114,783	$	108,177	$	6,606	6
Income (loss) from operations	$	28,929	$	9,519	$	19,410	204
Income tax expense (benefit)		7,073		2,386		4,687	196
Net income (loss) before noncontrolling interests	$	21,856	$	7,133	$	14,723	206
Less: net income (loss) from noncontrolling interests		26		83		(57)	(69)
Net income (loss)	$	21,830	$	7,050	$	14,780	210

FINANCIAL RESULTS – NINE MONTHS

CAPITAL MARKETS

	For the nine months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Revenues
Origination fees	$	180,264	$	167,679	$	12,585	8	%
MSR income		97,673		107,446		(9,773)	(9)
Property sales broker fees		39,408		38,831		577	1
Net warehouse interest income (expense), loans held for sale		(6,322)		(7,006)		684	10
Other revenues		32,756		40,735		(7,979)	(20)
Total revenues	$	343,779	$	347,685	$	(3,906)	(1)
Expenses
Personnel	$	276,655	$	281,502	$	(4,847)	(2)	%
Amortization and depreciation		3,412		3,412		—	-
Interest expense on corporate debt		15,038		13,870		1,168	8
Goodwill impairment		—		14,000		(14,000)	(100)
Fair value adjustments to contingent consideration liabilities		(1,366)		(14,000)		12,634	90
Other operating expenses		14,831		15,037		(206)	(1)
Total expenses	$	308,570	$	313,821	$	(5,251)	(2)
Income (loss) from operations	$	35,209	$	33,864	$	1,345	4
Income tax expense (benefit)		8,689		8,462		227	3
Net income (loss) before noncontrolling interests	$	26,520	$	25,402	$	1,118	4
Less: net income (loss) from noncontrolling interests		353		1,741		(1,388)	(80)
Net income (loss)	$	26,167	$	23,661	$	2,506	11

48

Revenues

Origination fees and MSR income. The following tables provide additional information that helps explain changes in origination fees and MSR income period over period:

	For the three months ended				For the nine months ended
	September 30,				September 30,
Debt Financing Volume by Product Type	2024		2023		2024		2023
Fannie Mae	26	%	29	%	22	%	30	%
Freddie Mac	20		18		19		18
Ginnie Mae ̶ HUD	3		1		2		2
Brokered	51		52		57		50

	For the three months ended					For the nine months ended
	September 30,					September 30,
Mortgage Banking Details (basis points)	2024			2023		2024			2023
Origination Fee Rate (1)		93			93		91			94
Basis Point Change		-					(3)
Percentage Change		-	%				(3)	%
MSR Rate (2)		55			58		49			60
Basis Point Change		(3)					(11)
Percentage Change		(5)	%				(18)	%
Agency MSR Rate (3)		114			122		114			120
Basis Point Change		(8)					(6)
Percentage Change		(7)	%				(5)	%

(1) Origination fees as a percentage of total debt financing volume.

(2) MSR income as a percentage of total debt financing volume, excluding the income and debt financing volume from principal lending and investing.

(3) MSR income as a percentage of Agency debt financing volume.

For the three months ended September 30, 2024, the increase in origination fees was the result of the increase in debt financing volume.

For the nine months ended September 30, 2024, the increase in origination fees was primarily driven by the increase in debt financing volume year over year, partially offset by a slight decline in our origination fee rate due to the shift in the mix of our debt financing volume towards brokered debt financing volume. See the “Overview of Current Business Environment” section above for a detailed discussion of the factors driving the change in debt financing activity.

For the three months ended September 30, 2024, the increase in our MSR income was driven by the increase in Agency debt financing volume, partially offset by an 8-basis-point decrease in the Agency MSR rate, largely driven by a decrease in FNMA loans as a percentage of Agency debt financing volume during the quarter.

For the nine months ended September 30, 2024, the decreases in MSR income and Agency MSR rate were driven primarily by the 17% decrease in Fannie Mae debt financing volume shown above. Fannie Mae volume as a percentage of total transaction volume decreased from 30% in 2023 to 22% in 2024.  Fannie Mae loans produce higher MSR income compared to our other product types, due to their higher weighted average servicing fees.

Property sales broker fees. For the three months ended September 30, 2024, the increase was the result of the 44% increase in property sales volumes, partially offset by a decrease in the fee margin.

Other revenues. For the nine months ended September 30, 2024, the decrease was principally due to an $8.3 million decrease in investment banking revenues due to the closing of the largest investment banking advisory transaction in Company history during 2023 with no comparable activity in 2024.

49

Expenses

Personnel. For the three months ended September 30, 2024, the increase was due to a $5.8 million increase in commission costs due to higher origination fees and property sales broker fees and a $1.8 million increase in subjective bonus compensation expense due to the overall company performance during the quarter.

For the nine months ended September 30, 2024, the decrease was primarily the result of a $3.6 million decrease in salaries and benefits and stock compensation and a $2.6 million decrease in the subjective bonus compensation expense, all of which was primarily due to lower average segment headcount, partially offset a $2.4 million increase in commission costs due to higher origination fees.

Interest expense on corporate debt. Interest expense on corporate debt is determined at a consolidated corporate level and allocated to each segment proportionally based on each segment’s use of that corporate debt. The discussion of our consolidated results above has additional information related to the increase in interest expense on corporate debt.

Goodwill Impairment. For both the three and nine months ended September 30, 2024, goodwill impairment decreased due to activity in fair value adjustments to contingent consideration liabilities. The activity in 2023 was a triggering event for goodwill impairment assessment. There were no fair value adjustments to contingent consideration liabilities in 2024 that were triggering events for a goodwill impairment assessment.  

Fair value adjustments to contingent consideration liabilities. For both the three and nine months ended September 30, 2024, the fair value adjustments made to the contingent consideration liabilities in 2024 were associated with a much smaller acquisition than those made in the prior year, leading to the increase in expenses year over year.

Income tax expense (benefit). Income tax expense (benefit) is determined at a consolidated corporate level and allocated to each segment proportionally based on each segment’s income from operations, except for significant, one-time tax activities, which are allocated entirely to the segment impacted by the tax activity.

Non-GAAP Financial Measure

A reconciliation of adjusted EBITDA for our CM segment is presented below. Our segment-level adjusted EBITDA represents the segment portion of consolidated adjusted EBITDA. A detailed description and reconciliation of consolidated adjusted EBITDA is provided above in our Consolidated Results of Operations—Non-GAAP Financial Measure. CM adjusted EBITDA is reconciled to net income as follows:

50

ADJUSTED FINANCIAL MEASURE RECONCILIATION TO GAAP

CAPITAL MARKETS

	For the three months ended				For the nine months ended
	September 30,				September 30,
(in thousands)	2024		2023		2024		2023
Reconciliation of Net Income (Loss) to Adjusted EBITDA
Net Income (loss)	$	21,830	$	7,050	$	26,167	$	23,661
Income tax expense (benefit)		7,073		2,386		8,689		8,462
Interest expense on corporate debt		4,888		4,874		15,038		13,870
Amortization and depreciation		1,137		1,137		3,412		3,412
Stock-based compensation expense		3,897		4,224		11,936		13,316
MSR Income		(43,426)		(35,375)		(97,673)		(107,446)
Goodwill impairment, net of contingent consideration liability fair value adjustments(1)		—		—		—		—
Adjusted EBITDA	$	(4,601)	$	(15,704)	$	(32,431)	$	(44,725)

(1) For the three and nine months ended September 30, 2023, includes goodwill impairment of $14.0 million and contingent consideration fair value adjustments of $14.0 million. For the three and nine months ended September 30, 2024, there was no goodwill impairment or contingent consideration fair value adjustments that resulted in a triggering event for a goodwill impairment assessment.

The following tables present period-to-period comparisons of the components of CM adjusted EBITDA for the three and nine months ended September 30, 2024 and 2023.

ADJUSTED EBITDA – THREE MONTHS

CAPITAL MARKETS

	For the three months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Origination fees	$	72,723	$	56,149	$	16,574	30	%
Property sales broker fees		19,322		16,862		2,460	15
Net warehouse interest income (expense), loans held for sale		(2,798)		(2,565)		(233)	(9)
Other revenues		11,013		11,792		(779)	(7)
Personnel		(101,090)		(93,749)		(7,341)	8
Other operating expenses		(3,771)		(4,193)		422	(10)
Adjusted EBITDA	$	(4,601)	$	(15,704)	$	11,103	71

ADJUSTED EBITDA – NINE MONTHS

CAPITAL MARKETS

	For the nine months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Origination fees	$	180,264	$	167,679	$	12,585	8	%
Property sales broker fees		39,408		38,831		577	1
Net warehouse interest income (expense), loans held for sale		(6,322)		(7,006)		684	10
Other revenues		32,403		38,994		(6,591)	(17)
Personnel		(264,719)		(268,186)		3,467	(1)
Other operating expenses		(13,465)		(15,037)		1,572	(10)
Adjusted EBITDA	$	(32,431)	$	(44,725)	$	12,294	27

Three months ended September 30, 2024 compared to three months ended September 30, 2023

Origination fees increased due to an increase in debt financing volume. Property sales broker fees increased due to the increase in property sales volume. Personnel expense increased due to increased commission costs and subjective bonus expense.

51

Nine months ended September 30, 2024 compared to nine months ended September 30, 2023

Origination fees increased due to an increase in debt financing volume. The decrease in other revenues was principally due to a decrease in investment banking revenues. The decrease in personnel expense was primarily due to lower salaries and benefits and subjective bonus compensation due to lower segment headcount, partially offset by an increase in commissions.  

Servicing & Asset Management

SUPPLEMENTAL OPERATING DATA

SERVICING & ASSET MANAGEMENT

(in thousands)	As of September 30,				Dollar		Percentage
Managed Portfolio	2024		2023		Change		Change
Components of Servicing Portfolio
Fannie Mae	$	66,068,212	$	62,850,853	$	3,217,359	5	%
Freddie Mac		40,090,158		38,656,136		1,434,022	4
Ginnie Mae–HUD		10,727,323		10,320,520		406,803	4
Brokered (1)		17,156,810		17,091,925		64,885	0
Principal Lending and Investing (2)		38,043		40,000		(1,957)	(5)
Total Servicing Portfolio	$	134,080,546	$	128,959,434	$	5,121,112	4	%
Assets under management		18,210,452		17,334,877		875,575	5
Total Managed Portfolio	$	152,290,998	$	146,294,311	$	5,996,687	4	%

	For the three months ended
(in thousands)	September 30,						Dollar		Percentage
Key Volume and Performance Metrics	2024			2023			Change		Change
Equity syndication volume(3)	$	12,155		$	54,119		$	(41,964)	(78)	%
Principal Lending and Investing debt financing volume(4)		165,875			—			165,875	N/A
Net income		37,482			45,427			(7,945)	(17)
Adjusted EBITDA(5)		117,455			124,849			(7,394)	(6)
Operating margin		33	%		41	%

	For the nine months ended
(in thousands)	September 30,						Dollar		Percentage
Key Volume and Performance Metrics	2024			2023			Change		Change
Equity syndication volume(3)	$	232,170		$	461,212		$	(229,042)	(50)	%
Principal Lending and Investing volume(4)		396,650			—			396,650	N/A
Net income		121,197			132,243			(11,046)	(8)
Adjusted EBITDA(5)		361,614			346,283			15,331	4
Operating margin		36	%		41	%

	As of September 30,
Key Servicing Portfolio Metrics	2024		2023
Custodial escrow deposit balance (in billions)	$	3.1	$	2.8
Weighted-average servicing fee rate (basis points)		24.1		24.2
Weighted-average remaining servicing portfolio term (years)		7.7		8.4

52

	As of September 30,
(in thousands)	2024				2023
Components of equity and assets under management		Equity under management		Assets under management		Equity under management		Assets under management
LIHTC	$	6,838,113	$	15,772,089	$	6,798,263	$	15,248,530
Equity funds		975,964		975,964		829,662		829,662
Debt funds(6)		782,436		1,462,399		671,375		1,256,685
Total	$	8,596,513	$	18,210,452	$	8,299,300	$	17,334,877

(1) Brokered loans serviced primarily for life insurance companies, commercial banks, and other capital sources.

(2) Consists of interim loans not managed for the Interim Program JV.

(3) Amount of equity called and syndicated into LIHTC funds.

(4) Comprised solely of WDIP separate account originations.

(5) This is a non-GAAP financial measure. For more information on adjusted EBITDA, refer to the section below titled “Non-GAAP Financial Measure”.

(6) As of September 30, 2024, included $105.4 million of equity under management and $424.8 million of assets under management of Interim program JV loans. The remainder consisted of WDIP debt funds. As of September 30, 2023, includes $151.0 million of equity under management and $736.3 million of assets under management of Interim program JV loans. The remainder consisted of WDIP debt funds.

FINANCIAL RESULTS – THREE MONTHS

SERVICING & ASSET MANAGEMENT

	For the three months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Revenues
Origination fees	$	823	$	—	$	823	N/A	%
Servicing fees		82,222		79,200		3,022	4
Investment management fees		11,744		13,362		(1,618)	(12)
Net warehouse interest income (expense), loans held for investment		651		534		117	22
Placement fees and other interest income		40,299		39,475		824	2
Other revenues		9,145		15,569		(6,424)	(41)
Total revenues	$	144,884	$	148,140	$	(3,256)	(2)
Expenses
Personnel	$	20,951	$	17,139	$	3,812	22	%
Amortization and depreciation		54,668		54,375		293	1
Provision (benefit) for credit losses		2,850		421		2,429	577
Interest expense on corporate debt		11,711		11,096		615	6
Other operating expenses		6,611		5,039		1,572	31
Total expenses	$	96,791	$	88,070	$	8,721	10
Net income (loss) from operations	$	48,093	$	60,070	$	(11,977)	(20)
Income tax expense (benefit)		10,756		15,040		(4,284)	(28)
Net income (loss) before noncontrolling interests	$	37,337	$	45,030	$	(7,693)	(17)
Less: net income (loss) from noncontrolling interests		(145)		(397)		252	63
Net income (loss)	$	37,482	$	45,427	$	(7,945)	(17)

53

FINANCIAL RESULTS – NINE MONTHS

SERVICING & ASSET MANAGEMENT

	For the nine months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Revenues
Origination fees	$	2,356	$	522	$	1,834	351	%
Servicing fees		242,683		232,027		10,656	5
Investment management fees		40,086		44,844		(4,758)	(11)
Net warehouse interest income (expense), loans held for investment		1,475		3,450		(1,975)	(57)
Placement fees and other interest income		113,072		100,636		12,436	12
Other revenues		34,679		42,697		(8,018)	(19)
Total revenues	$	434,351	$	424,176	$	10,175	2
Expenses
Personnel	$	59,083	$	53,669	$	5,414	10	%
Amortization and depreciation		160,912		161,935		(1,023)	(1)
Provision (benefit) for credit losses		6,310		(11,088)		17,398	157
Interest expense on corporate debt		33,848		31,385		2,463	8
Other operating expenses		18,462		16,465		1,997	12
Total expenses	$	278,615	$	252,366	$	26,249	10
Income (loss) from operations	$	155,736	$	171,810	$	(16,074)	(9)
Income tax expense (benefit)		38,430		42,931		(4,501)	(10)
Net income (loss) before noncontrolling interests	$	117,306	$	128,879	$	(11,573)	(9)
Less: net income (loss) from noncontrolling interests		(3,891)		(3,364)		(527)	(16)
Net income (loss)	$	121,197	$	132,243	$	(11,046)	(8)

Revenues

Servicing fees. For the three and nine months ended September 30, 2024, the increase was primarily attributable to an increase in the average servicing portfolio period over period as shown below, slightly offset by a decline in the average servicing fee rate. The increase in the average servicing portfolio was driven by the $3.2 billion increase in Fannie Mae and the $1.4 billion increase in Freddie Mac loans serviced over the past year. The decrease in the average servicing fee rate was the result of the WASF on new debt financing volume being lower than the WASF for the loans paid off in the portfolio over the past year.

	For the three months ended					For the nine months ended
	September 30,					September 30,
Servicing Fees Details (in thousands)	2024			2023		2024			2023
Average Servicing Portfolio	$	133,563,794		$	127,971,088	$	132,381,836		$	125,741,670
Dollar Change	$	5,592,706				$	6,640,166
Percentage Change		4	%				5	%
Average Servicing Fee (basis points)		24.1			24.2		24.1			24.3
Basis Point Change		(0.1)					(0.2)
Percentage Change		0	%				(1)	%

Investment management fees. For the three months ended September 30, 2024, investment management fees declined as investment management fees from our LIHTC operations decreased by $3.5 million, partially offset by a $1.9 million increase in investment management fees from our Principal Investing funds. For the nine months ended September 30, 2024, investment management fees decreased primarily due to a decline in investment management fees from our LIHTC operations of $5.6 million. The declines in investment management fees from our LIHTC funds were the result of lower accruals for the fees due to lower anticipated revenues for the year.

Placement fees and other interest income. For the nine months ended September 30, 2024, the increase was driven primarily by an increase in our placement fees on escrow deposits of $11.1 million combined with a $1.6 million increase in investment interest income from

54

our pledged securities. The placement fee rates on escrow deposits increased as a result of a higher short-term interest rate environment in 2024 compared to the same period in 2023. Short-term interest rates were still rising in the first half of 2023 before stabilizing in the second half of the year and into 2024. Additionally, the average balance of escrow deposits increased 4% year over year.

Other revenues. For the three months ended September 30, 2024, other revenues decreased primarily due to a $3.0 million decrease in income from equity method investments, a $4.2 million reduction in syndication and other revenues related to a 78% decline in gross equity raised year over year as the closing of one of our LIHTC funds was delayed in the third quarter of 2024.

For the nine months ended September 30, 2024, the other revenues decrease was largely driven by a $9.2 million decrease in syndication and other revenues related to a 50% decrease in gross equity raised year over year as the closing of one of our LIHTC funds was delayed in the third quarter of 2024, partially offset by a $1.1 million increase in income from equity method investments.

Expenses

Personnel. For the three and nine months ended September 30, 2024, personnel expense rose due to increases of $2.5 million and $5.4 million, respectively, in salaries and benefits due to increases in average segment headcount. For the three months ended September 30, 2024 only, the increase was also due to an increase in commission costs increased by $1.4 million. The increase in commission costs was due to the increased volume of committed investments in tax credit equity closed during the quarter that are awaiting syndication into LIHTC funds.

Provision (benefit) for credit losses. For the three months ended September 30, 2024, provision (benefit) for credit losses increased primarily due to a $3.0 million increase in the fair value of our forbearance and indemnification agreement with Freddie Mac, with no comparable activity in 2023.

For the nine months ended September 30, 2024, provision (benefit) for credit losses switched from a large benefit in 2023 to a provision in 2024. The provision for credit losses in 2024 was primarily attributable to a $7.6 million provision related to the forbearance and indemnification agreements discussed in NOTE 2, with no comparable activity in 2023. The benefit for credit losses in 2023 was primarily due to the annual update of our historical loss rate that resulted in a large decrease to the calculated expected credit losses. The 2023 update resulted in the loss data from earlier periods within the historical lookback period falling off and being replaced with a period with significantly lower loss data, resulting in the historical loss rate decreasing substantially.

Interest expense on corporate debt. Interest expense on corporate debt is determined at a consolidated corporate level and allocated to each segment proportionally based on each segment’s use of that corporate debt. The discussion of our condensed consolidated results above has additional information related to the increase in interest expense on corporate debt.

Other operating expenses. For the three and nine months ended September 30, 2024, the increase was primarily the result of $1.9 million and $2.1 million, respectively, of costs associated with operating properties that we control through loan repurchase or indemnification, with no comparable activity in the prior year.

Income tax expense. Income tax expense is determined at a consolidated corporate level and allocated to each segment proportionally based on each segment’s income from operations, except for significant, one-time tax activities, which are allocated entirely to the segment impacted by the tax activity.

Non-GAAP Financial Measure

A reconciliation of adjusted EBITDA for our SAM segment is presented below. Our segment-level adjusted EBITDA represents the segment portion of consolidated adjusted EBITDA. A detailed description and reconciliation of consolidated adjusted EBITDA is provided above in our Consolidated Results of Operations—Non-GAAP Financial Measure. SAM adjusted EBITDA is reconciled to net income as follows:

55

ADJUSTED FINANCIAL MEASURE RECONCILIATION TO GAAP

SERVICING & ASSET MANAGEMENT

	For the three months ended				For the nine months ended
	September 30,				September 30,
(in thousands)	2024		2023		2024		2023
Reconciliation of Net Income (loss) to Adjusted EBITDA
Net Income (loss)	$	37,482	$	45,427	$	121,197	$	132,243
Income tax expense (benefit)		10,756		15,040		38,430		42,931
Interest expense on corporate debt		11,711		11,096		33,848		31,385
Amortization and depreciation		54,668		54,375		160,912		161,935
Provision (benefit) for credit losses		2,850		421		6,310		(11,088)
Net write-offs (1)		(468)		(2,008)		(468)		(8,041)
Stock-based compensation expense		456		498		1,385		1,338
Write off of unamortized premium from corporate debt repayment		—		—		—		(4,420)
Adjusted EBITDA	$	117,455	$	124,849	$	361,614	$	346,283

⁽¹⁾ The net write-offs for the nine months ended September 30, 2023 includes the $6.0 million write-off of a collateral-based reserve related to a loan held for investment during the second quarter of 2023.

The following tables present period-to-period comparisons of the components of SAM adjusted EBITDA for the three and nine months ended September 30, 2024 and 2023.

ADJUSTED EBITDA – THREE MONTHS

SERVICING & ASSET MANAGEMENT

	For the three months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Origination fees	$	823	$	—	$	823	N/A	%
Servicing fees		82,222		79,200		3,022	4
Investment management fees		11,744		13,362		(1,618)	(12)
Net warehouse interest income (expense), loans held for investment		651		534		117	22
Placement fees and other interest income		40,299		39,475		824	2
Other revenues		9,290		15,966		(6,676)	(42)
Personnel		(20,495)		(16,641)		(3,854)	23
Net write-offs		(468)		(2,008)		1,540	(77)
Other operating expenses		(6,611)		(5,039)		(1,572)	31
Adjusted EBITDA	$	117,455	$	124,849	$	(7,394)	(6)

ADJUSTED EBITDA – NINE MONTHS

SERVICING & ASSET MANAGEMENT

	For the nine months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Origination fees	$	2,356	$	522	$	1,834	351	%
Servicing fees		242,683		232,027		10,656	5
Investment management fees		40,086		44,844		(4,758)	(11)
Net warehouse interest income, loans held for investment		1,475		3,450		(1,975)	(57)
Placement fees and other interest income		113,072		100,636		12,436	12
Other revenues		38,570		46,061		(7,491)	(16)
Personnel		(57,698)		(52,331)		(5,367)	10
Net write-offs		(468)		(8,041)		7,573	(94)
Other operating expenses		(18,462)		(20,885)		2,423	(12)
Adjusted EBITDA	$	361,614	$	346,283	$	15,331	4

56

Three and nine months ended September 30, 2024 compared to three and nine months ended September 30, 2023

For both the three and nine months ended September 30, 2024, servicing fees increased due to growth in the average servicing portfolio period over period as a result of loan originations. Investment management fees declined principally due to a decrease in investment management fees from our LIHTC operations. Other revenues decreased primarily due to a reduction in syndication and other revenues related to lower gross equity raised year over year. Personnel expense rose due to increases in salaries and benefits due to increases in average segment headcount. For the three months ended September 30, 2024 only, the increase was also attributable to an increase in commission costs. Net write-offs decreased due to the size and number of loans charged off in 2023 compared to 2024. Other operating expenses increased due to costs associated with operating properties that we control through loan repurchase or indemnification.

For the nine months ended September 30, 2024 only, placement fees and other interest income increased largely due to an increase in placement fee rates.

Corporate

FINANCIAL RESULTS – THREE MONTHS

CORPORATE

	For the three months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Revenues
Other interest income	$	3,258	$	3,525	$	(267)	(8)	%
Other revenues		450		(618)		1,068	173
Total revenues	$	3,708	$	2,907	$	801	28
Expenses
Personnel	$	19,600	$	21,395	$	(1,795)	(8)	%
Amortization and depreciation		1,756		1,967		(211)	(11)
Interest expense on corporate debt		1,633		1,624		9	1
Other operating expenses		20,236		19,297		939	5
Total expenses	$	43,225	$	44,283	$	(1,058)	(2)
Income (loss) from operations	$	(39,517)	$	(41,376)	$	1,859	4
Income tax expense (benefit)		(9,007)		(10,357)		1,350	13
Net income (loss)	$	(30,510)	$	(31,019)	$	509	2
Adjusted EBITDA (1)	$	(33,949)	$	(35,080)	$	1,131	3	%

57

FINANCIAL RESULTS – NINE MONTHS

CORPORATE

	For the nine months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Revenues
Other interest income	$	10,927	$	8,674	$	2,253	26	%
Other revenues		1,982		(431)		2,413	560
Total revenues	$	12,909	$	8,243	$	4,666	57
Expenses
Personnel	$	54,330	$	53,254	$	1,076	2	%
Amortization and depreciation		5,171		5,390		(219)	(4)
Interest expense on corporate debt		4,879		4,623		256	6
Other operating expenses		60,093		51,820		8,273	16
Total expenses	$	124,473	$	115,087	$	9,386	8
Net income (loss) from operations	$	(111,564)	$	(106,844)	$	(4,720)	(4)
Income tax expense (benefit)		(27,531)		(26,698)		(833)	(3)
Net income (loss)	$	(84,033)	$	(80,146)	$	(3,887)	(5)
Adjusted EBITDA (1)	$	(95,211)	$	(89,017)	$	(6,194)	(7)	%

(1) This is a non-GAAP financial measure. For more information on adjusted EBITDA, refer to the section below titled “Non-GAAP Financial Measure.”

Revenues

Other interest income. For the nine months ended September 30, 2024, the increase was due to an increase in the interest rates we earn on our cash deposits held by our corporate segment as interest rates continued to rise throughout 2023 and remained elevated in 2024.

Other revenues. For the nine months ended September 30, 2024, the increase was largely due to an increase in income from equity-method investments.

Expenses

Personnel. For the three months ended September 30, 2024, the decrease was primarily due to a $4.4 million decrease in subjective bonuses tied to company performance, principally for our executive officers, partially offset by a $1.7 million increase in salaries and benefits due to a 2% increase in average segment headcount.

Interest expense on corporate debt. Interest expense on corporate debt is determined at a consolidated corporate level and allocated to each segment proportionally based on each segment’s use of that corporate debt. The discussion of our consolidated results above has additional information related to the increase in interest expense on corporate debt.

Other operating expenses. For the nine months ended September 30, 2024, the increase was primarily driven by increases in travel and entertainment, software, and miscellaneous expenses.

Income tax expense (benefit). Income tax expense (benefit) is determined at a consolidated corporate level and allocated to each segment proportionally based on each segment’s income from operations, except for significant, one-time tax activities, which are allocated entirely to the segment impacted by the tax activity.

Non-GAAP Financial Measure

A reconciliation of adjusted EBITDA for our Corporate segment is presented below. Our segment-level adjusted EBITDA represents the segment portion of consolidated adjusted EBITDA. A detailed description and reconciliation of consolidated adjusted EBITDA is provided

58

above in our Consolidated Results of Operations—Non-GAAP Financial Measure. Corporate adjusted EBITDA is reconciled to net income as follows:

ADJUSTED FINANCIAL MEASURE RECONCILIATION TO GAAP

CORPORATE

	For the three months ended				For the nine months ended
	September 30,				September 30,
(in thousands)	2024		2023		2024		2023
Reconciliation of Net Income (loss) to Adjusted EBITDA
Net Income (loss)	$	(30,510)	$	(31,019)	$	(84,033)	$	(80,146)
Income tax expense (benefit)		(9,007)		(10,357)		(27,531)		(26,698)
Interest expense on corporate debt		1,633		1,624		4,879		4,623
Amortization and depreciation		1,756		1,967		5,171		5,390
Stock-based compensation expense		2,179		2,705		6,303		7,814
Adjusted EBITDA	$	(33,949)	$	(35,080)	$	(95,211)	$	(89,017)

The following tables present period-to-period comparisons of the components of Corporate adjusted EBITDA for the three and nine months ended September 30, 2024 and 2023.

ADJUSTED EBITDA – THREE MONTHS

CORPORATE

	For the three months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Other interest income	$	3,258	$	3,525	$	(267)	(8)	%
Other revenues		450		(618)		1,068	173
Personnel		(17,421)		(18,690)		1,269	(7)
Other operating expenses		(20,236)		(19,297)		(939)	5
Adjusted EBITDA	$	(33,949)	$	(35,080)	$	1,131	3

ADJUSTED EBITDA – NINE MONTHS

CORPORATE

	For the nine months ended
	September 30,				Dollar		Percentage
(in thousands)	2024		2023		Change		Change
Other interest income		10,927		8,674		2,253	26	%
Other revenues		1,982		(431)		2,413	560
Personnel		(48,027)		(45,440)		(2,587)	6
Other operating expenses		(60,093)		(51,820)		(8,273)	16
Adjusted EBITDA	$	(95,211)	$	(89,017)	$	(6,194)	(7)

Three months ended September 30, 2024 compared to three months ended September 30, 2023

There were no significant drivers of change in Adjusted EBITDA for the three months ended September 30, 2024 compared to the three months ended September 30, 2023.

Nine months ended September 30, 2024 compared to nine months ended September 30, 2023

Other interest income increased primarily due to an increase in the interest rates on our cash deposits. Other revenues increased primarily due to an increase in income from equity method investments. The increase in personnel expense was primarily due to a higher subjective bonus tied to company performance, principally for our executive officers. The increase in other operating expenses was primarily driven by increases in travel and entertainment, software, and miscellaneous expenses.

59

Liquidity and Capital Resources

Uses of Liquidity, Cash and Cash Equivalents

Our significant recurring cash flow requirements consist of liquidity to (i) fund loans held for sale; (ii) pay cash dividends; (iii) fund our portion of the equity necessary to support equity-method investments; (iv) fund investments in properties to be syndicated to LIHTC investment funds that we will asset-manage; (v) make payments related to earnouts from acquisitions, (vi) meet working capital needs to support our day-to-day operations, including debt service payments, joint venture development partnership contributions, advances for servicing and loan repurchases and payments for salaries, commissions, and income taxes, and (vii) meet working capital to satisfy collateral requirements for our Fannie Mae DUS risk-sharing obligations and to meet the operational liquidity requirements of Fannie Mae, Freddie Mac, HUD, Ginnie Mae, and our warehouse facility lenders.

Fannie Mae has established benchmark standards for capital adequacy and reserves the right to terminate our servicing authority for all or some of the portfolio if, at any time, it determines that our financial condition is not adequate to support our obligations under the DUS agreement. We are required to maintain acceptable net worth as defined in the standards, and we satisfied the requirements as of September 30, 2024. The net worth requirement is derived primarily from unpaid balances on Fannie Mae loans and the level of risk-sharing. As of September 30, 2024, the net worth requirement was $318.6 million, and our net worth was $936.7 million, as measured at our wholly-owned operating subsidiary, Walker & Dunlop, LLC. As of September 30, 2024, we were required to maintain at least $63.4 million of liquid assets to meet our operational liquidity requirements for Fannie Mae, Freddie Mac, HUD, Ginnie Mae and our warehouse facility lenders. As of September 30, 2024, we had operational liquidity of $155.7 million, as measured at our wholly-owned operating subsidiary, Walker & Dunlop, LLC.

We paid a cash dividend of $0.65 per share during the third quarter of 2024, which is 3% higher than the quarterly dividend paid in the third quarter of 2023. On November 6, 2024, the Company’s Board of Directors declared a dividend of $0.65 per share for the fourth quarter of 2024. The dividend will be paid on December 6, 2024 to all holders of record of our restricted and unrestricted common stock as of November 22, 2024.

In February 2024, our Board of Directors approved a stock repurchase program that permits the repurchase of up to $75.0 million of shares of our common stock over a 12-month period beginning February 23, 2024. Through September 30, 2024, we have not repurchased any shares under the 2024 stock repurchase program and have $75.0 million of remaining capacity under that program.

Historically, our cash flows from operations and warehouse facilities have been sufficient to enable us to meet our short-term liquidity needs and other funding requirements. We believe that cash flows from operations will continue to be sufficient for us to meet our current obligations for the foreseeable future.

Restricted Cash and Pledged Securities

Restricted cash consists primarily of good faith deposits held on behalf of borrowers between the time we enter into a loan commitment with the borrower and the investor purchases the loan. We are generally required to share the risk of any losses associated with loans sold under the Fannie Mae DUS program, which is an off-balance sheet arrangement. We are required to secure this obligation by assigning collateral to Fannie Mae. We meet this obligation by assigning pledged securities to Fannie Mae. The amount of collateral required by Fannie Mae is a formulaic calculation at the loan level and considers the balance of the loan, the risk level of the loan, the age of the loan, and the level of risk-sharing. Fannie Mae requires collateral for Tier 2 loans of 75 basis points, which is funded over a 48-month period that begins upon delivery of the loan to Fannie Mae. Collateral held in the form of money market funds holding U.S. Treasuries is discounted 5%, and Agency MBS are discounted 4% for purposes of calculating compliance with the collateral requirements. As of September 30, 2024, we held substantially all of our restricted liquidity in Agency MBS in the aggregate amount of $156.9 million. Additionally, the majority of the loans for which we have risk-sharing are Tier 2 loans. We fund any growth in our Fannie Mae required operational liquidity and collateral requirements from our working capital.

We are in compliance with the September 30, 2024 collateral requirements as outlined above. As of September 30, 2024, reserve requirements for the September 30, 2024 DUS loan portfolio will require us to fund $71.1 million in additional restricted liquidity over the next 48 months, assuming no further principal paydowns, prepayments, or defaults within our at-risk portfolio. Fannie Mae has assessed the DUS Capital Standards in the past and may make changes to these standards in the future. We generate sufficient cash flows from our operations to

60

meet these capital standards and do not expect any future changes to have a material impact on our future operations; however, any future changes to collateral requirements may adversely impact our available cash.

Under the provisions of the DUS agreement, we must also maintain a certain level of liquid assets referred to as the operational and unrestricted portions of the required reserves each year. We satisfied these requirements as of September 30, 2024.

Sources of Liquidity: Warehouse Facilities and Note Payable

Warehouse Facilities

We use a combination of warehouse facilities and notes payable to provide funding for our operations. We use warehouse facilities to fund our Agency Lending and Interim Loan Program. Our ability to originate Agency mortgage loans and loans held for investments depends upon our ability to secure and maintain these types of financing agreements on acceptable terms.  For a detailed description of the terms of each warehouse agreement, refer to “Warehouse Facilities” in NOTE 6 in the consolidated financial statements in our 2023 Form 10-K, as updated in NOTE 6 in the condensed consolidated financial statements in this Form 10-Q.

Note Payable

For a detailed description of the terms of the Credit Agreement and related amendments, refer to “Notes Payable – Term Loan Note Payable” in NOTE 6 in the consolidated financial statements in our 2023 Form 10-K and “Note Payable” in NOTE 6 in the condensed consolidated financial statements in this Form 10-Q.

The warehouse notes payable and note payable are subject to various financial covenants. The Company is in compliance with all of these financial covenants as of September 30, 2024.

61

Credit Quality and Allowance for Risk-Sharing Obligations

The following table sets forth certain information useful in evaluating our credit performance.

	September 30,
(in thousands)	2024			2023
Key Credit Metrics
Risk-sharing servicing portfolio:
Fannie Mae Full Risk	$	57,032,839		$	53,549,966
Fannie Mae Modified Risk		9,035,373			9,295,368
Freddie Mac Modified Risk		69,400			23,415
Total risk-sharing servicing portfolio	$	66,137,612		$	62,868,749
Non-risk-sharing servicing portfolio:
Fannie Mae No Risk	$	—		$	5,519
Freddie Mac No Risk		40,020,758			38,632,721
GNMA - HUD No Risk		10,727,323			10,320,520
Brokered		17,156,810			17,091,925
Total non-risk-sharing servicing portfolio	$	67,904,891		$	66,050,685
Total loans serviced for others	$	134,042,503		$	128,919,434
Interim loans (full risk) servicing portfolio		38,043			40,000
Total servicing portfolio unpaid principal balance	$	134,080,546		$	128,959,434
Interim Program JV Managed Loans (1)		424,774			736,320
At risk servicing portfolio (2)	$	61,237,535		$	57,857,659
Maximum exposure to at risk portfolio (3)		12,454,158			11,750,068
Defaulted loans(4)		59,645			—
Defaulted loans as a percentage of the at-risk portfolio		0.10	%		0.00	%
Allowance for risk-sharing as a percentage of the at-risk portfolio		0.05			0.05
Allowance for risk-sharing as a percentage of maximum exposure		0.24			0.26

(1) As of September 30, 2024 and 2023, this balance consisted entirely of Interim Program JV managed loans. We indirectly share in a portion of the risk of loss associated with Interim Program JV managed loans through our 15% equity ownership in the Interim Program JV. We have no exposure to risk of loss for the loans serviced directly for the Interim Program JV partner. The balance of this line is included as a component of assets under management in the Supplemental Operating Data table above.

(2) At-risk servicing portfolio is defined as the balance of Fannie Mae DUS loans subject to the risk-sharing formula described below, as well as a small number of Freddie Mac loans on which we share in the risk of loss. Use of the at-risk portfolio provides for comparability of the full risk-sharing and modified risk-sharing loans because the provision and allowance for risk-sharing obligations are based on the at-risk balances of the associated loans. Accordingly, we have presented the key statistics as a percentage of the at-risk portfolio.

For example, a $15 million loan with 50% risk-sharing has the same potential risk exposure as a $7.5 million loan with full DUS risk sharing. Accordingly, if the $15 million loan with 50% risk-sharing were to default, we would view the overall loss as a percentage of the at-risk balance, or $7.5 million, to ensure comparability between all risk-sharing obligations. To date, substantially all of the risk-sharing obligations that we have settled have been from full risk-sharing loans.

(3) Represents the maximum loss we would incur under our risk-sharing obligations if all of the loans we service, for which we retain some risk of loss, were to default and all of the collateral underlying these loans was determined to be without value at the time of settlement. The maximum exposure is not representative of the actual loss we would incur.

(4) Defaulted loans represent loans in our Fannie Mae at-risk portfolio that are probable of foreclosure or that have foreclosed and for which the Company has recorded a collateral-based reserve (i.e., loans where we have assessed a probable loss). Other loans that are delinquent but not foreclosed or that are not probable of foreclosure are not included here. Additionally, loans that have foreclosed or are probable of foreclosure but are not expected to result in a loss to the Company are not included here.

Fannie Mae DUS risk-sharing obligations are based on a tiered formula and represent substantially all of our risk-sharing activities. The risk-sharing tiers and the amount of the risk-sharing obligations we absorb under full risk-sharing are provided below. Except as described in

62

the following paragraph, the maximum amount of risk-sharing obligations we absorb at the time of default is generally 20% of the origination unpaid principal balance (“UPB”) of the loan.

Risk-Sharing Losses	Percentage Absorbed by Us
First 5% of UPB at the time of loss settlement	100%
Next 20% of UPB at the time of loss settlement	25%
Losses above 25% of UPB at the time of loss settlement	10%
Maximum loss	20% of origination UPB

Fannie Mae can double or triple our risk-sharing obligation if the loan does not meet specific underwriting criteria or if a loan defaults within 12 months of its sale to Fannie Mae. We may request modified risk-sharing at the time of origination, which reduces our potential risk-sharing obligation from the levels described above.

We use several techniques to manage our risk exposure under the Fannie Mae DUS risk-sharing program. These techniques include maintaining a strong underwriting and approval process, evaluating and modifying our underwriting criteria given the underlying multifamily housing market fundamentals, limiting our geographic market and borrower exposures, and electing the modified risk-sharing option under the Fannie Mae DUS program.

The Segments – Capital Markets section of “Item 1. Business” in our 2023 Form 10-K contains a discussion of the risk-sharing caps we have with Fannie Mae.  

We regularly monitor the credit quality of all loans for which we have a risk-sharing obligation. Loans with indicators of underperforming credit are placed on a watch list, assigned a numerical risk rating based on our assessment of the relative credit weakness, and subjected to additional evaluation or loss mitigation. Indicators of underperforming credit include poor financial performance, poor physical condition, poor management, and delinquency. A collateral-based reserve is recorded when it is probable that a risk-sharing loan will foreclose or has foreclosed and it is expected to result in a loss for the Company, and a reserve for estimated credit losses and a guaranty obligation are recorded for all other risk-sharing loans. We do not record a collateral-based reserve when it is probable that a risk sharing loan will foreclose or has foreclosed, but it is not expected to result in a loss for the Company.

The allowance for risk-sharing obligations for the Company’s $60.6 billion at-risk Fannie Mae servicing portfolio as September 30, 2024 was $29.9 million compared to $31.6 million as of December 31, 2023.

As of September 30, 2024, seven at-risk loans with an aggregate UPB of $59.6 million were in default compared to no at-risk loans as of September 30, 2023. The collateral-based reserve on defaulted loans was $6.5 million and zero as of September 30, 2024 and 2023, respectively. We had a benefit for risk-sharing obligations of $0.2 million for the three months ended September 30, 2024 compared to a provision for risk-sharing obligations of $0.6 million for the three months ended September 30, 2023. We had benefits for risk-sharing obligations of $1.3 million and $11.1 million for the nine months ended September 30, 2024 and 2023, respectively.

We are obligated to repurchase loans that are originated for the Agencies’ programs if certain representations and warranties that we provide in connection with such originations are breached. NOTE 2 in the condensed consolidated financial statements has additional details regarding our repurchase obligations.

New/Recent Accounting Pronouncements

As seen in NOTE 2 in the condensed consolidated financial statements in Item 1 of Part I of this Form 10-Q, there are no accounting pronouncements that the Financial Accounting Standards Board has issued that have the potential to materially impact us but have not yet been adopted by us as of September 30, 2024.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Interest Rate Risk

For loans held for sale to Fannie Mae, Freddie Mac, and HUD, we are not currently exposed to unhedged interest rate risk during the loan commitment, closing, and delivery processes. The sale or placement of each loan to an investor is negotiated prior to closing on the loan

63

with the borrower, and the sale or placement is typically effectuated within 60 days of closing. The coupon rate for the loan is set at the same time we establish the interest rate with the investor.

Some of our assets and liabilities are subject to changes in interest rates. Placement fee revenue from escrow deposits generally track the effective Federal Funds Rate (“EFFR”). The EFFR was 483 basis points and 533 basis points as of September 30, 2024 and 2023, respectively. The following table shows the impact on our placement fee revenue due to a 100-basis point increase and decrease in EFFR based on our escrow balances outstanding at each period end. A portion of these changes in earnings as a result of a 100-basis point increase in the EFFR would be delayed by several months due to the negotiated nature of some of our placement arrangements.

(in thousands)	As of September 30,
Change in annual placement fee revenue due to:	2024		2023
100 basis point increase in EFFR	$	30,814	$	28,164
100 basis point decrease in EFFR		(30,814)		(28,164)

The borrowing cost of our warehouse facilities used to fund loans held for sale is based on SOFR. The base SOFR was 496 basis points and 531 basis points as of September 30, 2024 and 2023, respectively. The interest income on our loans held for investment is based on SOFR. The SOFR reset date for loans held for investment is the same date as the SOFR reset date for the corresponding warehouse facility. The following table shows the impact on our annual net warehouse interest income due to a 100-basis point increase and decrease in SOFR, based on our warehouse borrowings outstanding at each period end. The changes shown below do not reflect an increase or decrease in the interest rate earned on our loans held for sale.

(in thousands)	As of September 30,
Change in annual net warehouse interest income due to:	2024		2023
100 basis point increase in SOFR	$	(10,382)	$	(7,822)
100 basis point decrease in SOFR		10,382		7,822

Our Corporate Debt is based on Adjusted Term SOFR. The following table shows the impact on our annual earnings due to a 100-basis point increase and decrease in SOFR as of September 30, 2024 and 2023, respectively, based on the note payable balance outstanding at each period end.

(in thousands)	As of September 30,
Change in annual income from operations due to:	2024		2023
100 basis point increase in SOFR	$	(7,805)	$	(7,885)
100 basis point decrease in SOFR		7,805		7,885

Market Value Risk

The fair value of our MSRs is subject to market-value risk. A 100-basis point increase or decrease in the weighted average discount rate would decrease or increase, respectively, the fair value of our MSRs by approximately $43.1 million as of September 30, 2024 compared to $43.2 million as of September 30, 2023. Our Fannie Mae and Freddie Mac loans include economic deterrents that reduce the risk of loan prepayment prior to the expiration of the prepayment protection period, including prepayment premiums, loan defeasance, or yield maintenance fees. These prepayment protections generally extend the duration of the loan compared to a loan without similar protections. As of both September 30, 2024 and 2023, 90% of the loans for which we earn servicing fees are protected from the risk of prepayment through prepayment provisions; given this significant level of prepayment protection, we do not hedge our servicing portfolio for prepayment risk.

Item 4. Controls and Procedures

As of the end of the period covered by this report, an evaluation was performed under the supervision and with the participation of our management, including the principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Based on that evaluation, the principal executive officer and principal financial officer concluded that the design and operation of these disclosure controls and procedures as of the end of the period covered by this report were effective to provide reasonable assurance that

64

information required to be disclosed in our reports under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the U.S. Securities and Exchange Commission’s rules and forms and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure.

There have been no changes in our internal control over financial reporting during the quarter ended September 30, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II

OTHER INFORMATION

Item 1. Legal Proceedings

In the ordinary course of business, we may be party to various claims and litigation, none of which we believe is material. We cannot predict the outcome of any pending litigation and may be subject to consequences that could include fines, penalties, and other costs, and our reputation and business may be impacted. Our management believes that any liability that could be imposed on us in connection with the disposition of any pending lawsuits would not have a material adverse effect on our business, results of operations, liquidity, or financial condition.

Item 1A. Risk Factors

We have included in Part I, Item 1A of our 2023 Form 10-K descriptions of certain risks and uncertainties that could affect our business, future performance, or financial condition (the “Risk Factors”). There have been no material changes from the disclosures provided in our 2023 Form 10-K. Investors should consider the Risk Factors prior to making an investment decision with respect to the Company’s stock.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

Under the Company’s 2024 Equity Incentive Plan, which was approved by stockholders on May 2, 2024 and constitutes an amendment and restatement of the Company’s 2020 Equity Incentive Plan, subject to the Company’s approval, grantees have the option of electing to satisfy minimum tax withholding obligations at the time of vesting or exercise by allowing the Company to withhold and purchase the shares of stock otherwise issuable to the grantee. During the quarter ended September 30, 2024, we purchased thirteen thousand shares to satisfy grantee tax withholding obligations on share-vesting events. During the first quarter of 2024, the Company’s Board of Directors approved a share repurchase program that permits the repurchase of up to $75.0 million of the Company’s common stock over a 12-month period beginning on February 23, 2024. During the quarter ended September 30, 2024, we did not repurchase any shares under this share repurchase program. The Company had $75.0 million of authorized share repurchase capacity remaining as of September 30, 2024.

The following table provides information regarding common stock repurchases for the quarter ended September 30, 2024:

				Total Number of	Approximate
				Shares Purchased as	Dollar Value
	Total Number	Average		Part of Publicly	of Shares that May
	of Shares	Price Paid		Announced Plans	Yet Be Purchased Under
Period	Purchased	per Share		or Programs	the Plans or Programs
July 1-31, 2024	721	$	93.87	—		75,000,000
August 1-31, 2024	12,764		105.59	—		75,000,000
September 1-30, 2024	—		—	—		75,000,000
3rd Quarter	13,485	$	104.96	—

65

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Rule 10b5-1 Trading Arrangements

During the quarter ended September 30, 2024, no director or officer (as defined in Rule 16a-1(f) under the Exchange Act) of the Company adopted or terminated a “Rule 10b5-1 trading agreement” or “non-Rule 10b5-1 trading agreement,” as each term is defined in Item 408 of Regulation S-K.

66

Item 6. Exhibits

(a) Exhibits:

2.1		Contribution Agreement, dated as of October 29, 2010, by and among Mallory Walker, Howard W. Smith, William M. Walker, Taylor Walker, Richard C. Warner, Donna Mighty, Michael Alinksy, Edward B. Hermes, Deborah A. Wilson and Walker & Dunlop, Inc. (incorporated by reference to Exhibit 2.1 to Amendment No. 4 to the Company’s Registration Statement on Form S-1 (File No. 333-168535) filed on December 1, 2010)
2.2		Contribution Agreement, dated as of October 29, 2010, between Column Guaranteed LLC and Walker & Dunlop, Inc. (incorporated by reference to Exhibit 2.2 to Amendment No. 4 to the Company’s Registration Statement on Form S-1 (File No. 333-168535) filed on December 1, 2010)
2.3		Amendment No. 1 to Contribution Agreement, dated as of December 13, 2010, by and between Walker & Dunlop, Inc. and Column Guaranteed LLC (incorporated by reference to Exhibit 2.3 to Amendment No. 6 to the Company’s Registration Statement on Form S-1 (File No. 333-168535) filed on December 13, 2010)
2.4		Purchase Agreement, dated June 7, 2012, by and among Walker & Dunlop, Inc., Walker & Dunlop, LLC, CW Financial Services LLC and CWCapital LLC (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K/A filed on June 15, 2012)
2.5		Purchase Agreement, dated as of August 30, 2021, by and among Walker & Dunlop, Inc., WDAAC, LLC, Alliant Company, LLC, Alliant Capital, Ltd., Alliant Fund Asset Holdings, LLC, Alliant Asset Management Company, LLC, Alliant Strategic Investments II, LLC, ADC Communities, LLC, ADC Communities II, LLC, AFAH Finance, LLC, Alliant Fund Acquisitions, LLC, Vista Ridge 1, LLC, Alliant, Inc., Alliant ADC, Inc., Palm Drive Associates, LLC, and Shawn Horwitz (incorporated by reference to Exhibit 2.5 of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2021)
2.6		Share Purchase Agreement dated February 4, 2022 by and among Walker & Dunlop, Inc., WD-GTE, LLC, GeoPhy B.V. (“GeoPhy”), the several persons and entities constituting the holders of all of GeoPhy’s issued and outstanding shares of capital stock, and Shareholder Representative Services LLC, as representative of the Shareholders (incorporated by reference to Exhibit 2.6 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021)
3.1		Articles of Amendment and Restatement of Walker & Dunlop, Inc. (incorporated by reference to Exhibit 3.1 to Amendment No. 4 to the Company’s Registration Statement on Form S-1 (File No. 333-168535) filed on December 1, 2010)
3.2		Amended and Restated Bylaws of Walker & Dunlop, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on February 10, 2023)
4.1		Specimen Common Stock Certificate of Walker & Dunlop, Inc. (incorporated by reference to Exhibit 4.1 to Amendment No. 2 to the Company’s Registration Statement on Form S-1 (File No. 333-168535) filed on September 30, 2010)
4.2		Registration Rights Agreement, dated December 20, 2010, by and among Walker & Dunlop, Inc. and Mallory Walker, Taylor Walker, William M. Walker, Howard W. Smith, III, Richard C. Warner, Donna Mighty, Michael Yavinsky, Ted Hermes, Deborah A. Wilson and Column Guaranteed LLC (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on December 27, 2010)
4.3		Stockholders Agreement, dated December 20, 2010, by and among William M. Walker, Mallory Walker, Column Guaranteed LLC and Walker & Dunlop, Inc. (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on December 27, 2010)
4.4		Piggy-Back Registration Rights Agreement, dated June 7, 2012, by and among Column Guaranteed, LLC, William M. Walker, Mallory Walker, Howard W. Smith, III, Deborah A. Wilson, Richard C. Warner, CW Financial Services LLC and Walker & Dunlop, Inc. (incorporated by reference to Exhibit 4.3 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2012 filed on August 9, 2012)
4.5		Voting Agreement, dated as of June 7, 2012, by and among Walker & Dunlop, Inc., Walker & Dunlop, LLC, Mallory Walker, William M. Walker, Richard Warner, Deborah Wilson, Richard M. Lucas, and Howard W. Smith, III, and CW Financial Services LLC (incorporated by reference to Annex C of the Company’s proxy statement filed on July 26, 2012)
4.6		Voting Agreement, dated as of June 7, 2012, by and among Walker & Dunlop, Inc., Walker & Dunlop, LLC, Column Guaranteed, LLC and CW Financial Services LLC (incorporated by reference to Annex D of the Company’s proxy statement filed on July 26, 2012)
10.1		Amendment No. 7 to Master Repurchase Agreement, dated as of September 12, 2024, by and among Walker & Dunlop, LLC, Walker & Dunlop Inc., and JP Morgan Chase Bank, N.A. (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on September 16, 2024)
10.2		Amendment No. 3 to Amended and Restated Letter, dated as of September 12, 2024, by and among Walker & Dunlop, LLC, Walker & Dunlop, Inc., and JP Morgan Chase Bank, N.A. (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed on September 16, 2024)
31.1	*	Certification of Walker & Dunlop, Inc.'s Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	*	Certification of Walker & Dunlop, Inc.'s Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32	**	Certification of Walker & Dunlop, Inc.'s Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS		Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	*	Inline XBRL Taxonomy Extension Schema Document
101.CAL	*	Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF	*	Inline XBRL Taxonomy Extension Definition Linkbase Document
101.LAB	*	Inline XBRL Taxonomy Extension Label Linkbase Document
101.PRE	*	Inline XBRL Taxonomy Extension Presentation Linkbase Document
104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

*: Filed herewith.

67

**: Furnished herewith. Information in this Form 10-Q furnished herewith shall not be deemed to be “filed” for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that Section, nor shall it be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	Walker & Dunlop, Inc.
Date: November 7, 2024	By:	/s/ William M. Walker
		William M. Walker
		Chairman and Chief Executive Officer
Date: November 7, 2024	By:	/s/ Gregory A. Florkowski
		Gregory A. Florkowski
		Executive Vice President and Chief Financial Officer

68

EX-31.1

EXHIBIT 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, William M. Walker, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Walker & Dunlop, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 7, 2024	By:	/s/ William M. Walker
		William M. Walker
		Chairman and Chief Executive Officer

EX-31.2

EXHIBIT 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Gregory A. Florkowski, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of Walker & Dunlop, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: November 7, 2024	By:	/s/ Gregory A. Florkowski
		Gregory A. Florkowski
		Executive Vice President and Chief Financial Officer

EX-32

EXHIBIT 32

CERTIFICATION OF
CHIEF EXECUTIVE OFFICER AND
CHIEF FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED
PURSUANT TO SECTION 906 OF THE
SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report on Form 10-Q of Walker & Dunlop, Inc. for the quarterly period ended September 30, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned officers of Walker & Dunlop, Inc., hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Walker & Dunlop, Inc.

Date: November 7, 2024	By:	/s/ William M. Walker
		William M. Walker
		Chairman and Chief Executive Officer
Date: November 7, 2024	By:	/s/ Gregory A. Florkowski
		Gregory A. Florkowski
		Executive Vice President and Chief Financial Officer

XML

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2024	Oct. 28, 2024
Document And Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2024
Securities Act File Number	001-35000
Entity Registrant Name	Walker & Dunlop, Inc.
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	80-0629925
Entity Address, Address Line One	7272 Wisconsin Avenue, Suite 1300
Entity Address, City or Town	Bethesda
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	20814
City Area Code	301
Local Phone Number	215-5500
Title of 12(b) Security	Common Stock, $0.01 Par Value Per Share
Trading Symbol	WD
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		33,766,571
Entity Central Index Key	0001497770
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q3
Amendment Flag	false

XML

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Assets
Cash and cash equivalents	$ 179,759	$ 328,698
Restricted cash	39,827	21,422
Pledged securities, at fair value	203,945	184,081
Loans held for sale, at fair value	1,024,984	594,998
Mortgage servicing rights	836,896	907,415
Goodwill	901,710	901,710
Other intangible assets	170,713	181,975
Receivables, net	307,407	233,563
Committed investments in tax credit equity	333,713	154,028
Other assets	580,277	544,457
Total assets	4,579,231	4,052,347
Liabilities
Warehouse notes payable	1,019,850	596,178
Notes payable	769,376	773,358
Allowance for risk-sharing obligations	29,859	31,601
Commitments to fund investments in tax credit equity	289,250	140,259
Other liabilities	724,543	764,822
Total liabilities	2,832,878	2,306,218
Equity
Preferred stock (authorized 50,000 shares; none issued)
Common stock ($0.01 par value; authorized 200,000 shares; issued and outstanding 33,189 shares as of September 30, 2024 and 32,874 shares as of December 31, 2023)	332	329
Additional paid-in capital ("APIC")	412,570	425,488
Accumulated other comprehensive income (loss) ("AOCI")	1,466	(479)
Retained earnings	1,295,459	1,298,412
Total stockholders' equity	1,709,827	1,723,750
Noncontrolling interests	36,526	22,379
Total equity	1,746,353	1,746,129
Commitments and contingencies (NOTES 2 and 9)
Total liabilities and equity	$ 4,579,231	$ 4,052,347

XML

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands	Sep. 30, 2024	Dec. 31, 2023
Condensed Consolidated Balance Sheets
Preferred shares, authorized	50,000	50,000
Preferred shares, issued	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, authorized	200,000	200,000
Common stock, issued	33,189	32,874
Common stock, outstanding	33,189	32,874

XML

Condensed Consolidated Statements of Income and Comprehensive Income - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Revenues
Total revenues	$ 292,304	$ 268,743	$ 791,039	$ 780,104
Expenses
Personnel	145,538	136,507	390,068	388,425
Amortization and depreciation	57,561	57,479	169,495	170,737
Provision (benefit) for credit losses	2,850	421	6,310	(11,088)
Interest expense on corporate debt	18,232	17,594	53,765	49,878
Goodwill impairment		14,000	0	14,000
Fair value adjustments to contingent consideration liabilities	(1,366)	(14,000)	(1,366)	(14,000)
Other operating expenses	31,984	28,529	93,386	83,322
Total expenses	254,799	240,530	711,658	681,274
Income (loss) from operations	37,505	28,213	79,381	98,830
Income tax expense	8,822	7,069	19,588	24,695
Net income (loss) before noncontrolling interests	28,683	21,144	59,793	74,135
Net income (loss) from noncontrolling interests	(119)	(314)	(3,538)	(1,623)
Walker & Dunlop net income (loss)	28,802	21,458	63,331	75,758
Net change in unrealized gains (losses) on pledged available-for-sale securities, net of taxes	1,051	(399)	1,945	(296)
Walker & Dunlop comprehensive income	$ 29,853	$ 21,059	$ 65,276	$ 75,462
Basic earnings per share (NOTE 10)	$ 0.85	$ 0.64	$ 1.87	$ 2.26
Diluted earnings per share (NOTE 10)	$ 0.85	$ 0.64	$ 1.87	$ 2.25
Basic weighted-average shares outstanding	33,169	32,737	33,090	32,654
Diluted weighted-average shares outstanding	33,203	32,895	33,135	32,853
Loan origination and debt brokerage fees, net
Revenues
Total revenues	$ 73,546	$ 56,149	$ 182,620	$ 168,201
Fair value of expected net cash flows from servicing, net
Revenues
Total revenues	43,426	35,375	97,673	107,446
Servicing fees
Revenues
Total revenues	82,222	79,200	242,683	232,027
Property sales broker fees
Revenues
Total revenues	19,322	16,862	39,408	38,831
Investment management fees
Revenues
Total revenues	11,744	13,362	40,086	44,844
Net warehouse interest income (expense)
Revenues
Total revenues	(2,147)	(2,031)	(4,847)	(3,556)
Placement fees and other interest income
Revenues
Total revenues	43,557	43,000	123,999	109,310
Other revenue
Revenues
Total revenues	$ 20,634	$ 26,826	$ 69,417	$ 83,001

XML

Consolidated Statements of Changes in Equity - USD ($) shares in Thousands, $ in Thousands	Common Stock	APIC	AOCI	Retained Earnings	Noncontrolling Interests	Total
Balances at the beginning of the period at Dec. 31, 2022	$ 323	$ 412,636	$ (1,568)	$ 1,278,035	$ 27,403	$ 1,716,829
Balance at the beginning of the period (in shares) at Dec. 31, 2022	32,396
Change in Stockholders' Equity
Net Income (Loss)				26,665		26,665
Net income (loss) from noncontrolling interests					805	805
Other comprehensive income (loss), net of tax			(53)			(53)
Stock-based compensation - equity classified		6,664				6,664
Issuance of common stock in connection with equity compensation plans	$ 5	3,397				3,402
Issuance of common stock in connection with equity compensation plans (in shares)	468
Repurchase and retirement of common stock	$ (1)	(17,394)				(17,395)
Repurchase and retirement of common stock (in shares)	(185)
Distributions to noncontrolling interest holders					(600)	(600)
Cash dividends paid				(21,221)		(21,221)
Other activity				(2,360)	2,360
Balances at the end of the period at Mar. 31, 2023	$ 327	405,303	(1,621)	1,281,119	29,968	1,715,096
Balance at the end of the period (in shares) at Mar. 31, 2023	32,679
Balances at the beginning of the period at Dec. 31, 2022	$ 323	412,636	(1,568)	1,278,035	27,403	1,716,829
Balance at the beginning of the period (in shares) at Dec. 31, 2022	32,396
Change in Stockholders' Equity
Net Income (Loss)						75,758
Net income (loss) from noncontrolling interests						(1,623)
Balances at the end of the period at Sep. 30, 2023	$ 328	420,062	(1,864)	1,287,653	24,812	1,730,991
Balance at the end of the period (in shares) at Sep. 30, 2023	32,779
Balances at the beginning of the period at Mar. 31, 2023	$ 327	405,303	(1,621)	1,281,119	29,968	1,715,096
Balance at the beginning of the period (in shares) at Mar. 31, 2023	32,679
Change in Stockholders' Equity
Net Income (Loss)				27,635		27,635
Net income (loss) from noncontrolling interests					(2,114)	(2,114)
Other comprehensive income (loss), net of tax			156			156
Stock-based compensation - equity classified		7,541				7,541
Issuance of common stock in connection with equity compensation plans (in shares)	33
Repurchase and retirement of common stock		(662)				(662)
Repurchase and retirement of common stock (in shares)	(9)
Distributions to noncontrolling interest holders					(1,735)	(1,735)
Cash dividends paid				(21,180)		(21,180)
Other activity				(240)		(240)
Balances at the end of the period at Jun. 30, 2023	$ 327	412,182	(1,465)	1,287,334	26,119	1,724,497
Balance at the end of the period (in shares) at Jun. 30, 2023	32,703
Change in Stockholders' Equity
Net Income (Loss)				21,458		21,458
Net income (loss) from noncontrolling interests					(314)	(314)
Other comprehensive income (loss), net of tax			(399)			(399)
Stock-based compensation - equity classified		7,015				7,015
Issuance of common stock in connection with equity compensation plans	$ 1	1,736				1,737
Issuance of common stock in connection with equity compensation plans (in shares)	86
Repurchase and retirement of common stock		(871)				(871)
Repurchase and retirement of common stock (in shares)	(10)
Distributions to noncontrolling interest holders					(993)	(993)
Cash dividends paid				(21,139)		(21,139)
Balances at the end of the period at Sep. 30, 2023	$ 328	420,062	(1,864)	1,287,653	24,812	1,730,991
Balance at the end of the period (in shares) at Sep. 30, 2023	32,779
Balances at the beginning of the period at Dec. 31, 2023	$ 329	425,488	(479)	1,298,412	22,379	$ 1,746,129
Balance at the beginning of the period (in shares) at Dec. 31, 2023	32,874					32,874
Change in Stockholders' Equity
Net Income (Loss)				11,866		$ 11,866
Net income (loss) from noncontrolling interests					(1,051)	(1,051)
Other comprehensive income (loss), net of tax			(13)			(13)
Stock-based compensation - equity classified		5,842				5,842
Issuance of common stock in connection with equity compensation plans	$ 3	5,642				5,645
Issuance of common stock in connection with equity compensation plans (in shares)	322
Repurchase and retirement of common stock	$ (1)	(9,788)				(9,789)
Repurchase and retirement of common stock (in shares)	(101)
Distributions to noncontrolling interest holders					(500)	(500)
Cash dividends paid				(21,965)		(21,965)
Other activity					(256)	(256)
Balances at the end of the period at Mar. 31, 2024	$ 331	427,184	(492)	1,288,313	20,572	1,735,908
Balance at the end of the period (in shares) at Mar. 31, 2024	33,095
Balances at the beginning of the period at Dec. 31, 2023	$ 329	425,488	(479)	1,298,412	22,379	$ 1,746,129
Balance at the beginning of the period (in shares) at Dec. 31, 2023	32,874					32,874
Change in Stockholders' Equity
Net Income (Loss)						$ 63,331
Net income (loss) from noncontrolling interests						(3,538)
Balances at the end of the period at Sep. 30, 2024	$ 332	412,570	1,466	1,295,459	36,526	$ 1,746,353
Balance at the end of the period (in shares) at Sep. 30, 2024	33,189					33,189
Balances at the beginning of the period at Mar. 31, 2024	$ 331	427,184	(492)	1,288,313	20,572	$ 1,735,908
Balance at the beginning of the period (in shares) at Mar. 31, 2024	33,095
Change in Stockholders' Equity
Net Income (Loss)				22,663		22,663
Net income (loss) from noncontrolling interests					(2,368)	(2,368)
Purchase of noncontrolling interests		(25,726)			18,726	(7,000)
Other comprehensive income (loss), net of tax			907			907
Stock-based compensation - equity classified		6,608				6,608
Issuance of common stock in connection with equity compensation plans		169				169
Issuance of common stock in connection with equity compensation plans (in shares)	50
Repurchase and retirement of common stock		(809)				(809)
Repurchase and retirement of common stock (in shares)	(8)
Distributions to noncontrolling interest holders					(36)	(36)
Cash dividends paid				(22,248)		(22,248)
Balances at the end of the period at Jun. 30, 2024	$ 331	407,426	415	1,288,728	36,894	1,733,794
Balance at the end of the period (in shares) at Jun. 30, 2024	33,137
Change in Stockholders' Equity
Net Income (Loss)				28,802		28,802
Net income (loss) from noncontrolling interests					(119)	(119)
Other comprehensive income (loss), net of tax			1,051			1,051
Stock-based compensation - equity classified		6,276				6,276
Issuance of common stock in connection with equity compensation plans	$ 1	282				283
Issuance of common stock in connection with equity compensation plans (in shares)	65
Repurchase and retirement of common stock		(1,414)				(1,414)
Repurchase and retirement of common stock (in shares)	(13)
Distributions to noncontrolling interest holders					(249)	(249)
Cash dividends paid				(22,071)		(22,071)
Balances at the end of the period at Sep. 30, 2024	$ 332	$ 412,570	$ 1,466	$ 1,295,459	$ 36,526	$ 1,746,353
Balance at the end of the period (in shares) at Sep. 30, 2024	33,189					33,189

XML

Consolidated Statements of Changes in Equity (Parenthetical) - $ / shares	3 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023
TOTAL EQUITY.
Cash dividends paid. amount per common share	$ 0.65	$ 0.65	$ 0.65	$ 0.63	$ 0.63	$ 0.63

XML

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Cash flows from operating activities
Net income before noncontrolling interests	$ 59,793	$ 74,135
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Gains attributable to the fair value of future servicing rights, net of guaranty obligation	(97,673)	(107,446)
Change in the fair value of premiums and origination fees	(1,857)	6,634
Amortization and depreciation	169,495	170,737
Provision (benefit) for credit losses	6,310	(11,088)
Originations of loans held for sale	(6,807,180)	(8,402,185)
Proceeds from transfers of loans held for sale	6,365,406	8,023,294
Other operating activities, net	(95,752)	(86,493)
Net cash provided by (used in) operating activities	(401,458)	(332,412)
Cash flows from investing activities
Capital expenditures	(9,025)	(13,880)
Purchases of equity-method investments	(14,503)	(15,062)
Purchases of pledged available-for-sale ("AFS") securities	(20,900)
Proceeds from prepayment and sale of pledged AFS securities	7,153	9,274
Originations of loans held for investment	(25,619)	(366)
Principal collected on loans held for investment	17,659	161,167
Other investing activities, net	8,092	5,436
Net cash provided by (used in) investing activities	(37,143)	146,569
Cash flows from financing activities
Borrowings (repayments) of warehouse notes payable, net	452,497	387,109
Repayments of interim warehouse notes payable	(13,884)	(119,835)
Repayments of notes payable	(6,013)	(120,046)
Borrowings of notes payable		196,000
Repurchase of common stock	(12,012)	(18,928)
Purchase of noncontrolling interests	(5,000)
Cash dividends paid	(66,284)	(63,540)
Payment of contingent consideration	(34,317)	(26,090)
Other financing activities, net	(1,149)	(6,463)
Net cash provided by (used in) financing activities	313,838	228,207
Net increase (decrease) in cash, cash equivalents, restricted cash, and restricted cash equivalents (NOTE 2)	(124,763)	42,364
Cash, cash equivalents, restricted cash, and restricted cash equivalents at beginning of period	391,403	258,283
Total of cash, cash equivalents, restricted cash, and restricted cash equivalents at end of period	266,640	300,647
Supplemental Disclosure of Cash Flow Information:
Cash paid to third parties for interest	73,123	86,663
Cash paid for income taxes	$ 29,076	$ 26,656

XML

ORGANIZATION AND BASIS OF PRESENTATION

9 Months Ended

Sep. 30, 2024

ORGANIZATION AND BASIS OF PRESENTATION

Organization and Basis of Presentation

NOTE 1—ORGANIZATION AND BASIS OF PRESENTATION

These financial statements represent the condensed consolidated financial position and results of operations of Walker & Dunlop, Inc. and its subsidiaries. Unless the context otherwise requires, references to “Walker & Dunlop” and the “Company” mean the Walker & Dunlop consolidated companies. The statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Regulation S-X. Accordingly, they may not include certain financial statement disclosures and other information required for annual financial statements. The accompanying condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Form 10-K”). In the opinion of management, all adjustments considered necessary for a fair presentation of the results for the Company in the interim periods presented have been included. Results of operations for the three and nine months ended September 30, 2024 are not necessarily indicative of the results that may be expected for the year ending December 31, 2024 or thereafter.  

Walker & Dunlop, Inc. is a holding company and conducts the majority of its operations through Walker & Dunlop, LLC, the operating company. Walker & Dunlop is one of the leading commercial real estate services and finance companies in the United States. The Company originates, sells, and services a range of commercial real estate debt and equity financing products, provides multifamily property sales brokerage and valuation services, engages in commercial real estate investment management activities with a particular focus on the affordable housing sector through low-income housing tax credit (“LIHTC”) syndication, provides housing market research, and delivers real estate-related investment banking and advisory services.

Through its Agency lending products, the Company originates and sells loans pursuant to the programs of the Federal National Mortgage Association (“Fannie Mae”), the Federal Home Loan Mortgage Corporation (“Freddie Mac” and, together with Fannie Mae, the “GSEs”), the Government National Mortgage Association (“Ginnie Mae”), and the Federal Housing Administration, a division of the U.S. Department of Housing and Urban Development (together with Ginnie Mae, “HUD”). Through its debt brokerage products, the Company brokers, and, in some cases, services, loans for various life insurance companies, commercial banks, commercial mortgage-backed securities issuers, and other institutional investors.

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Sep. 30, 2024

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 2—SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Subsequent Events—The Company has evaluated the effects of all events that have occurred subsequent to September 30, 2024 and before the date of this filing. The Company has made certain disclosures in the notes to the condensed consolidated financial statements of events that have occurred subsequent to September 30, 2024. There have been no other material subsequent events that would require recognition in the condensed consolidated financial statements.

Use of Estimates—The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses, including the allowance for risk-sharing obligations, initial and recurring fair value assessments of capitalized mortgage servicing rights, the initial fair value assessment of  goodwill, the periodic assessment of impairment of goodwill, initial fair value estimate of other intangible assets, and the initial and recurring fair value assessments of contingent consideration liabilities. Actual results may vary from these estimates.

Provision (Benefit) for Credit Losses—The Company records the income statement impact of the changes in the allowance for loan losses, the allowance for risk-sharing obligations, and other credit losses within Provision (benefit) for credit losses in the Condensed Consolidated Statements of Income. NOTE 4 contains additional discussion related to the allowance for risk-sharing obligations. The Company has credit risk exclusively on loans secured by multifamily real estate, with no exposure to any other sector of commercial real estate, including office, retail, industrial and hospitality.

	For the three months ended				For the nine months ended
	September 30,				September 30,
Components of Provision (Benefit) for Credit Losses (in thousands)	2024		2023		2024		2023
Provision (benefit) for loan losses	$	—	$	(134)	$	(16)	$	4
Provision (benefit) for risk-sharing obligations		(150)		555		(1,274)		(11,092)
Provision (benefit) for other credit losses		3,000		—		7,600		—
Provision (benefit) for credit losses	$	2,850	$	421	$	6,310	$	(11,088)

Agency Loan Repurchases—The Company is obligated to repurchase loans that are originated for the GSEs or HUD (collectively, the “Agencies”) programs if certain representations and warranties that it provides in connection with the sale of the loans through these programs are or may have been breached. When the Company repurchases a loan from the Agencies, the loan is included as a component of Other assets on the Condensed Consolidated Balance Sheets and any related credit loss is included within Provision (benefit) for credit losses in the Condensed Consolidated Statements of Income.

Fannie Mae—During the first quarter of 2024, the Company repurchased a $17.9 million Fannie Mae loan, which consisted of a $4.4 million advance previously made to Fannie Mae in 2023 and a $13.5 million cash payment during the three months ended March 31, 2024. As of September 30, 2024, the Company had an immaterial allowance for credit loss related to this loan, as the Company expects to liquidate the underlying collateral for an amount slightly less than the Company’s cost basis in the loan. During the fourth quarter of 2024, the Company received repurchase demand letters from Fannie Mae for two additional loans with a total unpaid principal balance (“UPB”) of $25.6 million. The Company previously recorded collateral-based reserves for these two loans prior to receiving the repurchase demand letters that as of September 30, 2024, totaled $2.0 million.

Freddie Mac—The Company received repurchase requests from Freddie Mac related to two loans with UPBs of $11.4 million (“First loan”) and $34.8 million (“Second loan”). In March 2024, the Company entered into a forbearance and indemnification agreement with Freddie Mac that among other things delayed the repurchase of these loans for six and 12 months for the First and Second loans, respectively, and transferred the risk of loss for both loans from Freddie Mac to the Company. During the third quarter of 2024, the Company received a six-month extension related to the First loan. The fair value of the indemnification related to the First loan is de minimis due to the excess of fair value of the underlying collateral compared to the carrying value of the loan. With respect to the Second loan, as of September 30, 2024, the Company’s best estimate of the fair value of the indemnification was $7.6 million, which is included within Other liabilities on the Condensed Consolidated Balance Sheets, with a corresponding amount included in Provision (benefit) for credit losses in the Condensed Consolidated Statements of Income for the nine months ended September 30, 2024.

Loans Held for Investment (“LHFI”), net—LHFI consist predominately of multifamily interim loans originated by the Company for properties that currently do not qualify for permanent Agency financing (“Interim Loan Program” or “ILP”). These loans have terms of up to three years and are all adjustable-rate, interest-only, multifamily loans with similar risk characteristics and no geographic concentration. The Company also has an immaterial amount of LHFI associated with the repurchased loan as discussed above. The loans are carried at their unpaid principal balances, adjusted for net unamortized loan fees and costs, and net of any allowance for loan losses. LHFI are included as a component of Other assets in the Condensed Consolidated Financial Statements.

As of September 30, 2024 and December 31, 2023, the balance of the Interim Loan Program portfolio consisted of a small number of loans with a balance of $38.0 million and $40.1 million, respectively, including an immaterial amount of net unamortized deferred fees and costs and allowance for loan losses. There were no ILP loans delinquent and in non-accrual status as of both September 30, 2024 and December 31, 2023. The amortized cost basis of loans that were current was $38.0 million and $40.1 million as of September 30, 2024 and December 31, 2023, respectively. As of September 30, 2024, ILP loans were originated in 2019 and 2024.

Statement of Cash Flows—For presentation in the Condensed Consolidated Statements of Cash Flows, the Company considers pledged cash and cash equivalents (as detailed in NOTE 9) to be restricted cash and restricted cash equivalents. The following table presents a reconciliation of the total cash, cash equivalents, restricted cash, and restricted cash equivalents as presented in the Condensed Consolidated Statements of Cash Flows to the related captions in the Condensed Consolidated Balance Sheets as of September 30, 2024 and 2023, and December 31, 2023 and 2022.

	September 30,				December 31,
(in thousands)	2024		2023		2023		2022
Cash and cash equivalents	$	179,759	$	236,321	$	328,698	$	225,949
Restricted cash		39,827		17,768		21,422		17,676
Pledged cash and cash equivalents (NOTE 9)		47,054		46,558		41,283		14,658
Total cash, cash equivalents, restricted cash, and restricted cash equivalents	$	266,640	$	300,647	$	391,403	$	258,283

Income Taxes—The Company records the realizable excess tax benefits from stock-based compensation as a reduction to income tax expense. The realizable excess tax benefits were $0.7 million for both the three months ended September 30, 2024 and 2023 and $1.7 million and $2.2 million for the nine months ended September 30, 2024 and 2023, respectively.

Net Warehouse Interest Income (Expense)—The Company presents warehouse interest income net of warehouse interest expense. Warehouse interest income is the interest earned from loans held for sale and loans held for investment. Generally, a substantial portion of the Company’s loans is financed with matched borrowings under one of its warehouse facilities. The remaining portion of loans not funded with matched borrowings is financed with the Company’s own cash. Occasionally, the Company also fully funds a small number of loans held for sale or loans held for investment with its own cash. Warehouse interest expense is incurred on borrowings used to fund loans solely while they are held for sale or for investment. Warehouse interest income and expense are earned or incurred on loans held for sale after a loan is closed and before a loan is sold. Warehouse interest income and expense are earned or incurred on loans held for investment after a loan is closed and before a loan is repaid. Included in Net warehouse interest income (expense) for the three and nine months ended September 30, 2024 and 2023 are the following components:

	For the three months ended				For the nine months ended
(in thousands)	September 30,				September 30,
Components of Net Warehouse Interest Income (Expense)	2024		2023		2024		2023
Warehouse interest income	$	10,648	$	11,912	$	24,784	$	34,015
Warehouse interest expense		(12,795)		(13,943)		(29,631)		(37,571)
Net warehouse interest income (expense)	$	(2,147)	$	(2,031)	$	(4,847)	$	(3,556)

Co-broker Fees—Third-party co-broker fees are netted against Loan origination and debt brokerage fees, net in the Condensed Consolidated Statements of Income and were $2.0 million and $2.5 million for the three months ended September 30, 2024 and 2023, respectively, and $6.6 million and $9.3 million for the nine months ended September 30, 2024 and 2023, respectively.

Contracts with Customers—A majority of the Company’s revenues are derived from the following sources, all of which are excluded from the accounting provisions applicable to contracts with customers: (i) financial instruments, (ii) transfers and servicing, (iii) derivative transactions, and (iv) investments in debt securities/equity-method investments. The remaining portion of revenues is derived from contracts with customers.

Other than LIHTC asset management fees as described in the 2023 Form 10-K and presented as Investment management fees in the Condensed Consolidated Statements of Income, the Company’s contracts with customers generally do not require judgment or material estimates that affect the determination of the transaction price (including the assessment of variable consideration), the allocation of the transaction price to performance obligations, and the determination of the timing of the satisfaction of performance obligations. Additionally, the earnings process for the majority of the Company’s contracts with customers is not complicated and is generally completed in a short period of time. The following table presents information about the Company’s contracts with customers for the three and nine months ended September 30, 2024 and 2023:  

	For the three months ended				For the nine months ended
(in thousands)	September 30,				September 30,
Description	2024		2023		2024		2023		Statement of income line item
Certain loan origination fees	$	21,310	$	16,259	$	64,718	$	50,982	Loan origination and debt brokerage fees, net
Property sales broker fees		19,322		16,862		39,408		38,831	Property sales broker fees
Investment management fees		11,744		13,362		40,086		44,844	Investment management fees
Application fees, appraisal revenues, subscription revenues, syndication fees, and other revenues		12,014		15,138		41,008		56,602	Other revenues
Total revenues derived from contracts with customers	$	64,390	$	61,621	$	185,220	$	191,259

Litigation—In the ordinary course of business, the Company may be party to various claims and litigation, none of which the Company believes is material. The Company cannot predict the outcome of any pending litigation and may be subject to consequences that could include

fines, penalties, and other costs, and the Company’s reputation and business may be impacted. The Company believes that any liability that could be imposed on the Company in connection with the disposition of any pending lawsuits would not have a material adverse effect on its business, results of operations, liquidity, or financial condition.

Recently Adopted and Recently Announced Accounting Pronouncements—The Company is currently evaluating Accounting Standards Updates (“ASU”) 2023-07, Improvements to Reportable Segment Disclosures and 2023-09, Improvements to Income Tax Disclosures. The annual disclosures required by ASU 2023-07 are effective for the Company’s Annual Report on Form 10-K for the year ending December 31, 2024. The interim disclosures required by ASU 2023-07 are effective in 2025. The disclosures for ASU 2023-09 are effective for the Company’s Annual Report on Form 10-K for the year ending December 31, 2025. The Company believes these ASUs will not materially impact the Company’s consolidated financial statements or disclosures. There were no other recently announced but not yet effective accounting pronouncements issued that have the potential to impact the Company’s condensed consolidated financial statements. The Company did not adopt any new accounting policies during the second quarter of 2024.

Reclassifications—The Company has made immaterial reclassifications to prior-year balances to conform to current-year presentation.

XML

MORTGAGE SERVICING RIGHTS

9 Months Ended

Sep. 30, 2024

MSRs

Mortgage Servicing Rights

MORTGAGE SERVICING RIGHTS

NOTE 3—MORTGAGE SERVICING RIGHTS

The fair value of the mortgage servicing rights (“MSRs”) was $1.4 billion as of both September 30, 2024 and December 31, 2023. The Company uses a discounted static cash flow valuation approach, and the key economic assumption is the discount rate. For example, see the following sensitivities related to the discount rate:

The impact of a 100-basis point increase in the discount rate as of September 30, 2024 would be a decrease in the fair value of $43.1 million to the MSRs outstanding as of September 30, 2024.

The impact of a 200-basis point increase in the discount rate as of September 30, 2024 would be a decrease in the fair value of $83.2 million to the MSRs outstanding as of September 30, 2024.

These sensitivities are hypothetical and should be used with caution. These estimates do not include interplay among assumptions and are estimated as a portfolio rather than individual assets.

Activity related to MSRs for the three and nine months ended September 30, 2024 and 2023 follows:

	For the three months ended				For the nine months ended
	September 30,				September 30,
Roll Forward of MSRs (in thousands)	2024		2023		2024		2023
Beginning balance	$	850,831	$	932,131	$	907,415	$	975,226
Additions, following the sale of loan		39,806		42,495		87,388		104,644
Amortization		(50,871)		(50,276)		(151,897)		(149,185)
Pre-payments and write-offs		(2,870)		(2,604)		(6,010)		(8,939)
Ending balance	$	836,896	$	921,746	$	836,896	$	921,746

The following table summarizes the gross value, accumulated amortization, and net carrying value of the Company’s MSRs as of September 30, 2024 and December 31, 2023:

Components of MSRs (in thousands)	September 30, 2024		December 31, 2023
Gross value	$	1,771,026	$	1,733,844
Accumulated amortization		(934,130)		(826,429)
Net carrying value	$	836,896	$	907,415

The expected amortization of MSRs shown in the Condensed Consolidated Balance Sheet as of September 30, 2024 is shown in the table below. Actual amortization may vary from these estimates.

	Expected
(in thousands)	Amortization
Three Months Ending December 31,
2024	$	49,924
Year Ending December 31,
2025	$	184,542
2026		159,434
2027		137,779
2028		108,028
2029		80,845
Thereafter		116,344
Total	$	836,896

XML

ALLOWANCE FOR RISK-SHARING OBLIGATIONS

9 Months Ended

Sep. 30, 2024

ALLOWANCE FOR RISK-SHARING OBLIGATIONS

ALLOWANCE FOR RISK-SHARING OBLIGATIONS

NOTE 4—ALLOWANCE FOR RISK-SHARING OBLIGATIONS

When a loan is sold under the Fannie Mae Delegated Underwriting and Servicing (“DUS”) program, the Company typically agrees to guarantee a portion of the ultimate loss incurred on the loan should the borrower fail to perform. The compensation for this risk is a component of the servicing fee on the loan. The guaranty is in force while the loan is outstanding. The Company does not provide a guaranty for any other loan product it sells or brokers. Substantially all loans sold under the Fannie Mae DUS program contain modified or full risk-sharing guaranties that are based on the credit performance of the loan. The Company records an estimate of the contingent loss reserve for Current Expected Credit Losses (“CECL”), for all loans in its Fannie Mae at-risk servicing portfolio. Most loans are collectively evaluated while a small portion is individually evaluated. For loans that are individually evaluated, a reserve for estimated credit losses is recorded when it is probable that a risk-sharing loan will foreclose or has foreclosed and it is expected to result in a loss for the Company (“collateral-based reserves”), and a reserve for estimated credit losses is recorded for all other risk-sharing loans which are collectively evaluated (“CECL allowance”). The combined loss reserve is presented as Allowance for risk-sharing obligations on the Condensed Consolidated Balance Sheets.

Activity related to the allowance for risk-sharing obligations for the three and nine months ended September 30, 2024 and 2023 follows:

	For the three months ended				For the nine months ended
	September 30,				September 30,
Roll Forward of Allowance for Risk-Sharing Obligations (in thousands)	2024		2023		2024		2023
Beginning balance	$	30,477	$	32,410	$	31,601	$	44,057
Provision (benefit) for risk-sharing obligations		(150)		555		(1,274)		(11,092)
Write-offs		(468)		(2,008)		(468)		(2,008)
Ending balance	$	29,859	$	30,957	$	29,859	$	30,957

The Company assesses several qualitative and quantitative factors to calculate the CECL allowance each quarter including the current and expected unemployment rate, macroeconomic conditions, and the multifamily market. The key inputs for the CECL allowance are the historic loss rate, the forecast-period loss rate, the reversion-period loss rate, and the UPB of the at-risk servicing portfolio. A summary of the key inputs of the CECL allowance as of the end of each of the quarters presented and the provision (benefit) impact during each quarter for the nine months ended September 30, 2024 and 2023 follows.

		2024
CECL Allowance Calculation Inputs, Details, and Provision Impact		Q1		Q2		Q3		Total
Forecast-period loss rate (in basis points)		2.3		2.3		2.1		N/A
Reversion-period loss rate (in basis points)		1.3		1.3		1.2		N/A
Historical loss rate (in basis points)		0.3		0.3		0.3		N/A
At-risk Fannie Mae servicing portfolio UPB (in billions)	$	59.2	$	59.5	$	60.6		N/A
CECL allowance (in millions)	$	25.0	$	24.9	$	23.4		N/A
Provision (benefit) for CECL allowance (in millions)	$	(1.5)	$	(0.1)	$	(1.5)	$	(3.1)

		2023
CECL Allowance Calculation Inputs, Details, and Provision Impact		Q1		Q2		Q3		Total
Forecast-period loss rate (in basis points)		2.3		2.3		2.3		N/A
Reversion-period loss rate (in basis points)		1.5		1.5		1.5		N/A
Historical loss rate (in basis points)		0.6		0.6		0.6		N/A
At-risk Fannie Mae servicing portfolio UPB (in billions)	$	54.5	$	55.7	$	57.4		N/A
CECL allowance (in millions)	$	28.7	$	28.9	$	31.0		N/A
Provision (benefit) for CECL allowance (in millions)	$	(11.0)	$	0.2	$	0.5	$	(10.3)

During the first quarters of both 2024 and 2023, the Company updated its 10-year look-back period, resulting in loss data from the earliest year being replaced with the loss data for the most recently completed year. The look-back period updates resulted in the historical loss rate factors decreasing and the benefit for CECL allowance, as noted in the table above. The Company also slightly increased its forecast-period and reversion-period loss rates during the three months ended March 31, 2023 to incorporate uncertain macroeconomic conditions. For the three months ended March 31, 2024, the ratio of the forecast-period loss rate to the historical loss rate increased, resulting in a much lower benefit for CECL allowance.

During the third quarter of 2024, the Company updated its forecast-period loss rate from 2.3 basis points to 2.1 basis points, leading to the benefit for CECL allowance shown above. During the third quarter of 2023, the provision for CECL allowance shown above was primarily the result of an increased at-risk UPB.

The weighted average remaining life of the at-risk Fannie Mae servicing portfolio as of September 30, 2024 was 5.8 years compared to 6.4 years as of December 31, 2023.

As of September 30, 2024, the Company had seven loans with aggregate collateral-based reserves of $6.5 million compared to three loans with aggregate collateral-based reserves of $2.8 million as of December 31, 2023.

As of September 30, 2024 and 2023, the maximum quantifiable contingent liability associated with the Company’s guaranties for the at-risk loans serviced under the Fannie Mae DUS agreement was $12.5 billion and $11.8 billion, respectively. This maximum quantifiable contingent liability relates to the at-risk loans serviced for Fannie Mae at the specific point in time indicated. The maximum quantifiable contingent liability is not representative of the actual loss the Company would incur. The Company would be liable for this amount only if all of the loans it services for Fannie Mae, for which the Company retains some risk of loss, were to default and all of the collateral underlying these loans were determined to be without value at the time of settlement.

XML

SERVICING

9 Months Ended

Sep. 30, 2024

Loans and Other Servicing Accounts

Servicing

SERVICING

NOTE 5—SERVICING

The total unpaid principal balance of loans the Company was servicing for various institutional investors was $134.1 billion as of September 30, 2024 compared to $130.5 billion as of December 31, 2023.

As of September 30, 2024 and December 31, 2023, custodial deposit accounts (“escrow deposits”) relating to loans serviced by the Company totaled $3.1 billion and $2.7 billion, respectively. These amounts are not included in the Condensed Consolidated Balance Sheets as such amounts are not Company assets; however, the Company is entitled to placement fees on these escrow deposits, presented within Placement fees and other interest income in the Condensed Consolidated Statements of Income. Certain cash deposits exceed the Federal Deposit Insurance Corporation insurance limits; however, the Company believes it has mitigated this risk by holding uninsured deposits at large national banks.

XML

DEBT

9 Months Ended

Sep. 30, 2024

DEBT

DEBT

NOTE 6—DEBT

Warehouse Facilities

As of September 30, 2024, to provide financing to borrowers under the Agencies’ programs, the Company had committed and uncommitted warehouse lines of credit in the amount of $3.8 billion with certain national banks and a $1.5 billion uncommitted facility with Fannie Mae (collectively, the “Agency Warehouse Facilities”). In support of these Agency Warehouse Facilities, the Company has pledged

substantially all of its loans held for sale under the Company’s approved programs. The Company’s ability to originate mortgage loans for sale depends upon its ability to secure and maintain these types of short-term financings on acceptable terms.

Additionally, the Company has arranged for warehouse lines of credit with certain national banks to assist in funding loans held for investment under the Interim Loan Program (“Interim Warehouse Facilities”). The Company has pledged the majority of its loans held for investment against these Interim Warehouse Facilities. The Company’s ability to originate and hold loans held for investment depends upon market conditions and its ability to secure and maintain these types of short-term financings on acceptable terms. As of September 30, 2024, the Interim Warehouse Facilities had $119.8 million of total facility capacity with an outstanding balance of $11.7 million. The interest rate on the Interim Warehouse Facilities ranged from SOFR (defined below) plus 250 to 311 basis points.

The interest rate for all the Company’s warehouse facilities and debt is based on an Adjusted Term Secured Overnight Financing Rate (“SOFR”).  The maximum amount and outstanding borrowings under Agency Warehouse Facilities as of September 30, 2024 follows:

	September 30, 2024
(in thousands)	Committed		Uncommitted		Total Facility		Outstanding
Facility	Amount		Amount		Capacity		Balance		Interest rate(1)
Agency Warehouse Facility #1	$	325,000		250,000		575,000	$	161,956	SOFR plus 1.30%
Agency Warehouse Facility #2		700,000		300,000		1,000,000		215,752	SOFR plus 1.30%
Agency Warehouse Facility #3		425,000		425,000		850,000		214,877	SOFR plus 1.30%
Agency Warehouse Facility #4		150,000		225,000		375,000		89,593	SOFR plus 1.30% to 1.35%
Agency Warehouse Facility #5		50,000		950,000		1,000,000		269,375	SOFR plus 1.45%
Total National Bank Agency Warehouse Facilities	$	1,650,000		2,150,000		3,800,000	$	951,553
Fannie Mae repurchase agreement, uncommitted line and open maturity		—		1,500,000		1,500,000		56,981
Total Agency Warehouse Facilities	$	1,650,000		3,650,000		5,300,000	$	1,008,534

(1) Interest rate presented does not include the effect of any applicable interest rate floors.

During 2024, the following amendments to the Company’s Agency Warehouse Facilities were executed in the normal course of business to support the Company’s business. No other material modifications have been made to the Agency Warehouse Facilities during the year.

The maturity date of Agency Warehouse Facility #1 was extended to August 27, 2025.

The maturity date of Agency Warehouse Facility #2 was extended to April 11, 2025.

The committed borrowing capacity of Agency Warehouse Facility #3 was decreased from $600.0 million to $425.0 million, and the uncommitted borrowing capacity was increased from $265.0 million to $425.0 million. The maturity date was also extended to May 15, 2025, and the interest rate was decreased from SOFR plus 135 basis points to SOFR plus 130 basis points.

The committed borrowing capacity of Agency Warehouse Facility #4 was decreased from $200.0 million to $150.0 million. The maturity date was also extended to June 22, 2025.

The committed borrowing capacity of Agency Warehouse Facility #5 was increased to $50.0 million, and the uncommitted borrowing capacity was decreased from $1.0 billion to $950.0 million. The maturity date was also extended to September 11, 2025.

Note Payable

The Company has a senior secured credit agreement (the “Credit Agreement”) that provides for a $600.0 million initial term loan. Additionally, in January 2023 the Company entered into a lender joinder agreement and amendment to the Credit Agreement that provided for additional borrowing with a principal amount of $200.0 million, modified the ratio thresholds related to mandatory prepayments, and included a provision that allows additional types of indebtedness.

During the second quarter of 2024, the Company entered into a second amendment, that, among other things, decreased the interest rate of the additional borrowing from Adjusted Term SOFR plus 3.00% to Adjusted Term SOFR plus 2.25%, combined the additional term loan

with the initial term loan to create a single fungible senior secured borrowing (the “Term Debt”), and incorporated other immaterial changes, such as a de minimis update to the quarterly principal payment.

As of September 30, 2024, the Term Debt had an outstanding principal balance of $780.5 million that matures on December 16, 2028.

The warehouse notes payable and notes payable are subject to various financial covenants. The Company is in compliance with all of these financial covenants as of September 30, 2024.

XML

GOODWILL AND OTHER INTANGIBLE ASSETS

9 Months Ended

Sep. 30, 2024

GOODWILL AND OTHER INTANGIBLE ASSETS

GOODWILL AND OTHER INTANGIBLE ASSETS

NOTE 7—GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

The Company’s reportable segments are Capital Markets (“CM”), Servicing & Asset Management (“SAM”), and Corporate. A summary of the Company’s goodwill by reportable segments for the nine months ended September 30, 2024 and 2023 follows:

	For the nine months ended
	September 30,
(in thousands)	2024						2023
Roll Forward of Gross Goodwill	CM		SAM		Consolidated(1)		CM		SAM		Consolidated(1)
Beginning balance	$	524,189		439,521	$	963,710	$	520,191	$	439,521	$	959,712
Additions from acquisitions		—		—		—		—		—		—
Measurement-period and other adjustments		—		—		—		3,998		—		3,998
Ending gross goodwill balance	$	524,189	$	439,521	$	963,710	$	524,189	$	439,521	$	963,710
Roll Forward of Accumulated Goodwill Impairment
Beginning balance	$	62,000		—	$	62,000	$	—	$	—	$	—
Impairment		—		—		—		14,000		—		14,000
Ending accumulated goodwill impairment	$	62,000	$	—	$	62,000	$	14,000	$	—	$	14,000
Goodwill	$	462,189	$	439,521	$	901,710	$	510,189	$	439,521	$	949,710

(1)As of September 30, 2024 and 2023 and December 31, 2023 and 2022, no goodwill was allocated to the Corporate reportable segment.

Other Intangible Assets

Activity related to other intangible assets for the nine months ended September 30, 2024 and 2023 follows:

	For the nine months ended
	September 30,
Roll Forward of Other Intangible Assets (in thousands)	2024		2023
Beginning balance	$	181,975	$	198,643
Additions from acquisitions		—		—
Amortization		(11,262)		(12,716)
Ending balance	$	170,713	$	185,927

The following table summarizes the gross value, accumulated amortization, and net carrying value of the Company’s other intangible assets as of September 30, 2024 and December 31, 2023:

Components of Other Intangible Assets (in thousands)	September 30, 2024		December 31, 2023
Gross value	$	220,682	$	220,682
Accumulated amortization		(49,969)		(38,707)
Net carrying value	$	170,713	$	181,975

The expected amortization of other intangible assets shown in the Condensed Consolidated Balance Sheet as of September 30, 2024 is shown in the table below. Actual amortization may vary from these estimates.

	Expected
(in thousands)	Amortization
Three Months Ending December 31,
2024	$	4,101
Year Ending December 31,
2025	$	16,404
2026		16,404
2027		16,404
2028		16,404
2029		16,340
Thereafter		84,656
Total	$	170,713

Contingent Consideration Liabilities

A summary of the Company’s contingent consideration liabilities, which are included in Other liabilities in the Condensed Consolidated Balance Sheets, for the nine months ended September 30, 2024 and 2023 follows:

	For the nine months ended
(in thousands)	September 30,
Roll Forward of Contingent Consideration Liabilities	2024		2023
Beginning balance	$	113,546	$	200,346
Additions		—		—
Accretion		1,496		927
Fair value adjustments		(1,366)		(14,000)
Payments		(34,317)		(26,090)
Ending balance	$	79,359	$	161,183

The contingent consideration liabilities presented in the table above relate to (i) acquisitions of debt brokerage and investment sales brokerage companies and (ii) other acquisitions completed over the past several years. The contingent consideration for each of the acquisitions may be earned over various lengths of time after each acquisition, with a maximum earnout period of five years, provided certain revenue targets and other metrics have been met. The last of the earnout periods related to the contingent consideration ends in the third quarter of 2027. In each case, the Company estimated the initial fair value of the contingent consideration using a Monte Carlo simulation.

XML

FAIR VALUE MEASUREMENTS

9 Months Ended

Sep. 30, 2024

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS

NOTE 8—FAIR VALUE MEASUREMENTS

The Company uses valuation techniques that are consistent with the market approach, the income approach, and/or the cost approach to measure assets and liabilities that are measured at fair value. Inputs to valuation techniques refer to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable, meaning those that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from independent sources, or unobservable, meaning those that reflect the reporting entity's own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. In that regard, accounting standards establish a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:

● Level 1—Financial assets and liabilities whose values are based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.

● Level 2—Financial assets and liabilities whose values are based on inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities, prepayment speeds, credit risks, etc.) or inputs that are derived principally from, or corroborated by, market data by correlation or other means.

● Level 3—Financial assets and liabilities whose values are based on inputs that are both unobservable and significant to the overall valuation.

The Company's MSRs are measured at fair value at inception, and thereafter on a nonrecurring basis, and are carried at the lower of amortized cost or fair value. That is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value measurement when there is evidence of impairment and for disclosure purposes (NOTE 3). The Company's MSRs do not trade in an active, open market with readily observable prices. While sales of multifamily MSRs do occur on occasion, precise terms and conditions vary with each transaction and are not readily available. Accordingly, the estimated fair value of the Company’s MSRs was developed using discounted cash flow models that calculate the present value of estimated future net servicing income. The model considers contractually specified servicing fees, prepayment assumptions, estimated placement fee revenue from escrow deposits, and other economic factors. The Company periodically reassesses and adjusts, when necessary, the underlying inputs and assumptions used in the model to reflect observable market conditions and assumptions that a market participant would consider in valuing MSR assets.

A description of the valuation methodologies used for assets and liabilities measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below.

● Derivative Instruments—The derivative positions consist of interest rate lock commitments with borrowers and forward sale agreements to the Agencies. The fair value of these instruments is estimated using a discounted cash flow model developed based on changes in the applicable U.S. Treasury rate and other observable market data. The value was determined after considering the potential impact of collateralization, adjusted to reflect nonperformance risk of both the counterparty and the Company, and is classified within Level 3 of the valuation hierarchy.

● Loans Held for Sale—All loans held for sale presented in the Condensed Consolidated Balance Sheets are reported at fair value. The Company determines the fair value of the loans held for sale using discounted cash flow models that incorporate quoted observable inputs from market participants, such as changes in the U.S. Treasury rate. Therefore, the Company classifies these loans held for sale as Level 2.

● Pledged Securities—Investments in money market funds are valued using quoted market prices from recent trades. Therefore, the Company classifies this portion of pledged securities as Level 1. The Company determines the fair value of its AFS Agency MBS using third-party broker estimates of fair value. Consequently, the Company classifies this portion of pledged securities as Level 2. Additional details on Pledged Securities are included in NOTE 9.

● Contingent Consideration Liabilities—Contingent consideration liabilities from acquisitions are initially recognized at fair value at acquisition and subsequently remeasured using a Monte Carlo simulation that uses updated management forecasts and current valuation assumptions and discount rates. The Company determines the fair value of each contingent consideration liability based on probability of achievement, which incorporates management estimates. As a result, the Company classifies these liabilities as Level 3. Additional details on Contingent consideration liabilities are included in NOTE 7.

The following table summarizes financial assets and financial liabilities measured at fair value on a recurring basis as of September 30, 2024 and December 31, 2023, segregated by the level of the valuation inputs within the fair value hierarchy used to measure fair value:

							Balance as of
(in thousands)	Level 1		Level 2		Level 3		Period End
September 30, 2024
Assets
Loans held for sale	$	—	$	1,024,984	$	—	$	1,024,984
Pledged securities		47,054		156,891		—		203,945
Derivative assets		—		—		33,699		33,699
Total	$	47,054	$	1,181,875	$	33,699	$	1,262,628
Liabilities
Derivative liabilities	$	—	$	—	$	4,026	$	4,026
Contingent consideration liabilities		—		—		79,359		79,359
Total	$	—	$	—	$	83,385	$	83,385
December 31, 2023
Assets
Loans held for sale	$	—	$	594,998	$	—	$	594,998
Pledged securities		41,283		142,798		—		184,081
Derivative assets		—		—		31,451		31,451
Total	$	41,283	$	737,796	$	31,451	$	810,530
Liabilities
Derivative liabilities	$	—	$	—	$	28,247	$	28,247
Contingent consideration liabilities		—		—		113,546		113,546
Total	$	—	$	—	$	141,793	$	141,793

There were no transfers between any of the levels within the fair value hierarchy during the nine months ended September 30, 2024 and 2023.

Derivative instruments (Level 3) are outstanding for short periods of time (generally less than 60 days). A roll forward of derivative instruments is presented below for the three and nine months ended September 30, 2024 and 2023:

	For the three months ended				For the nine months ended
(in thousands)	September 30,				September 30,
Derivative Assets and Liabilities, net	2024		2023		2024		2023
Beginning balance	$	21,272	$	20,241	$	3,204	$	15,560
Settlements		(108,571)		(80,213)		(253,824)		(259,655)
Realized gains (losses) recorded in earnings(1)		87,299		59,972		250,620		244,095
Unrealized gains (losses) recorded in earnings(1)		29,673		31,552		29,673		31,552
Ending balance	$	29,673	$	31,552	$	29,673	$	31,552

(1) Realized and unrealized gains (losses) from derivatives are recognized in Loan origination and debt brokerage fees, net and Fair value of expected net cash flows from servicing, net in the Condensed Consolidated Statements of Income.

The following table presents information about significant unobservable inputs used in the recurring measurement of the fair value of the Company’s Level 3 assets and liabilities as of September 30, 2024:

	Quantitative Information about Level 3 Fair Value Measurements
(in thousands)	Fair Value		Valuation Technique	Unobservable Input (1)	Input Range (1)	Weighted Average (2)
Derivative assets	$	33,699	Discounted cash flow	Counterparty credit risk	—	—
Derivative liabilities	$	4,026	Discounted cash flow	Counterparty credit risk	—	—
Contingent consideration liabilities	$	79,359	Monte Carlo Simulation	Probability of earnout achievement	0% - 100%	47%

(1) Significant changes in this input may lead to significant changes in the fair value measurements.

(2) Contingent consideration weighted based on maximum gross earnout amount.

The carrying amounts and the fair values of the Company's financial instruments as of September 30, 2024 and December 31, 2023 are presented below:

	September 30, 2024				December 31, 2023
	Carrying		Fair		Carrying		Fair
(in thousands)	Amount		Value		Amount		Value
Financial Assets:
Cash and cash equivalents	$	179,759	$	179,759	$	328,698	$	328,698
Restricted cash		39,827		39,827		21,422		21,422
Pledged securities		203,945		203,945		184,081		184,081
Loans held for sale		1,024,984		1,024,984		594,998		594,998
Loans held for investment, net(1)		52,767		52,767		40,056		40,139
Derivative assets(1)		33,699		33,699		31,451		31,451
Total financial assets	$	1,534,981	$	1,534,981	$	1,200,706	$	1,200,789
Financial Liabilities:
Derivative liabilities(2)	$	4,026	$	4,026	$	28,247	$	28,247
Contingent consideration liabilities(2)		79,359		79,359		113,546		113,546
Warehouse notes payable		1,019,850		1,020,236		596,178		596,428
Notes payable		769,376		780,487		773,358		786,500
Total financial liabilities	$	1,872,611	$	1,884,108	$	1,511,329	$	1,524,721

(1) Included as a component of Other Assets on the Condensed Consolidated Balance Sheets.

(2) Included as a component of Other Liabilities on the Condensed Consolidated Balance Sheets.

The following methods and assumptions were used for recurring fair value measurements as of September 30, 2024 and December 31, 2023.

Cash and Cash Equivalents and Restricted Cash—The carrying amounts approximate fair value because of the short maturity of these instruments (Level 1).

Pledged Securities—Consist of cash, highly liquid investments in money market accounts invested in government securities, and investments in Agency debt securities. The investments of the money market funds typically have maturities of 90 days or less and are valued using quoted market prices from recent trades. The fair value of the Agency debt securities incorporates the third-party broker estimates of fair value.

Loans Held for Sale—Consist of originated loans that are generally transferred or sold within 60 days from the date that a mortgage loan is funded and are valued using discounted cash flow models that incorporate observable prices from market participants.

Contingent Consideration Liabilities—Consists of the estimated fair values of expected future earnout payments related to acquisitions completed primarily in 2021 and 2022. The earnout liabilities are valued using a Monte Carlo simulation analysis. The fair value of the contingent consideration liabilities incorporates unobservable inputs, such as the probability of earnout achievement, volatility rates, and discount rate, to determine the expected earnout cash flows. The probability of the earnout achievement is based on management’s estimate of the expected future performance and other financial metrics of each of the acquired entities, which are subject to significant uncertainty.

Derivative Instruments—Consists of interest rate lock commitments and forward sale agreements. These instruments are valued using discounted cash flow models developed based on changes in the U.S. Treasury rate and other observable market data. The value is determined after considering the potential impact of collateralization, adjusted to reflect nonperformance risk of both the counterparty and the Company.

Fair Value of Derivative Instruments and Loans Held for Sale—In the normal course of business, the Company enters into contractual commitments to originate and sell multifamily mortgage loans at fixed prices with fixed expiration dates. The commitments become effective when the borrowers "lock-in" a specified interest rate within time frames established by the Company. All mortgagors are evaluated for creditworthiness prior to the extension of the commitment. Market risk arises if interest rates move adversely between the time of the "lock-in" of rates by the borrower and the sale date of the loan to an investor.

To mitigate the effect of the interest rate risk inherent in providing rate lock commitments to borrowers, the Company enters into a sale commitment with the investor simultaneously with the rate lock commitment with the borrower. The sale contract with the investor locks in an interest rate and price for the sale of the loan. The terms of the contract with the investor and the rate lock with the borrower are matched in substantially all respects, with the objective of eliminating interest rate risk to the extent practical. Sale commitments with the investors have an expiration date that is longer than the Company’s related commitments to the borrower to allow for, among other things, the closing of the loan and processing of paperwork to deliver the loan into the sale commitment.

Both the rate lock commitments to borrowers and the forward sale contracts to buyers are undesignated derivatives and, accordingly, are marked to fair value through Loan origination and debt brokerage fees, net in the Condensed Consolidated Statements of Income. The fair value of the Company's rate lock commitments to borrowers and loans held for sale and the related input levels includes, as applicable:

● the estimated gain of the expected loan sale to the investor (Level 2);

● the expected net cash flows associated with servicing the loan, net of any guaranty obligations retained (Level 2);

● the effects of interest rate movements between the date of the rate lock and the balance sheet date (Level 2); and

● the nonperformance risk of both the counterparty and the Company (Level 3; derivative instruments only).

The estimated gain considers the origination fees the Company expects to collect upon loan closing (derivative instruments only) and premiums the Company expects to receive upon sale of the loan (Level 2). The fair value of the expected net cash flows associated with servicing the loan is calculated pursuant to the valuation techniques applicable to the fair value of future servicing, net at loan sale (Level 2).

To calculate the effects of interest rate movements, the Company uses applicable published U.S. Treasury prices, and multiplies the price movement between the rate lock date and the balance sheet date by the notional loan commitment amount (Level 2).

The fair value of the Company's forward sales contracts to investors considers the effects of interest rate movements between the trade date and the balance sheet date (Level 2). The market price changes are multiplied by the notional amount of the forward sales contracts to measure the fair value.

The fair value of the Company’s interest rate lock commitments and forward sales contracts is adjusted to reflect the risk that the agreement will not be fulfilled. The Company’s exposure to nonperformance in interest rate lock commitments and forward sale contracts is represented by the contractual amount of those instruments. Given the credit quality of the Company’s counterparties and the short duration of interest rate lock commitments and forward sale contracts, the risk of nonperformance by the Company’s counterparties has historically been minimal (Level 3).

The following table presents the components of fair value and other relevant information associated with the Company’s derivative instruments and loans held for sale as of September 30, 2024 and December 31, 2023:

			Fair Value Adjustment Components						Balance Sheet Location
													Fair Value
	Notional or		Estimated				Total						Adjustment
	Principal		Gain		Interest Rate		Fair Value		Derivative		Derivative		to Loans
(in thousands)	Amount		on Sale		Movement		Adjustment		Assets		Liabilities		Held for Sale
September 30, 2024
Rate lock commitments	$	755,874		31,219		(3,865)		27,354		27,354		—		—
Forward sale contracts		1,769,986		—		2,319		2,319		6,345		(4,026)		—
Loans held for sale		1,014,112		9,326		1,546		10,872		—		—		10,872
Total			$	40,545	$	—	$	40,545	$	33,699	$	(4,026)	$	10,872
December 31, 2023
Rate lock commitments	$	463,626	$	15,908	$	11,492	$	27,400	$	27,400	$	—	$	—
Forward sale contracts		1,035,964		—		(24,196)		(24,196)		4,051		(28,247)		—
Loans held for sale		572,338		9,956		12,704		22,660		—		—		22,660
Total			$	25,864	$	—	$	25,864	$	31,451	$	(28,247)	$	22,660

XML

FANNIE MAE COMMITMENTS AND PLEDGED SECURITIES

9 Months Ended

Sep. 30, 2024

FANNIE MAE COMMITMENTS AND PLEDGED SECURITIES

FANNIE MAE COMMITMENTS AND PLEDGED SECURITIES

NOTE 9—FANNIE MAE COMMITMENTS AND PLEDGED SECURITIES

Fannie Mae DUS Related Commitments—Commitments for the origination and subsequent sale and delivery of loans to Fannie Mae represent those mortgage loan transactions where the borrower has locked an interest rate and scheduled closing, and the Company has entered into a mandatory delivery commitment to sell the loan to Fannie Mae. As discussed in NOTE 8, the Company accounts for these commitments as derivatives recorded at fair value.

The Company is generally required to share the risk of any losses associated with loans sold under the Fannie Mae DUS program. The Company is required to secure these obligations by assigning restricted cash balances and securities to Fannie Mae, which are classified as Pledged securities, at fair value on the Condensed Consolidated Balance Sheets. The amount of collateral required by Fannie Mae is a formulaic calculation at the loan level and considers the balance of the loan, the risk level of the loan, the age of the loan, and the level of risk-sharing. Fannie Mae requires restricted liquidity for Tier 2 loans of 75 basis points, which is funded over a 48-month period that begins upon delivery of the loan to Fannie Mae. Pledged securities held in the form of money market funds holding U.S. Treasuries are discounted 5%, and Agency mortgage-backed securities (“Agency MBS”) are discounted 4% for purposes of calculating compliance with the restricted liquidity requirements. As seen below, the Company held the majority of its pledged securities in Agency MBS as of September 30, 2024. The majority of the loans for which the Company has risk sharing are Tier 2 loans.

The Company is in compliance with the September 30, 2024 collateral requirements as outlined above. As of September 30, 2024, reserve requirements for the DUS loan portfolio will require the Company to fund $71.1 million in additional restricted liquidity over the next 48 months, assuming no further principal paydowns, prepayments, or defaults within the at-risk portfolio. Fannie Mae has reassessed the DUS Capital Standards in the past and may make changes to these standards in the future. The Company generates sufficient cash flow from its operations to meet these capital standards and does not expect any future changes to have a material impact on its future operations; however, any future increases to collateral requirements may adversely impact the Company’s available cash.

Fannie Mae has established benchmark standards for capital adequacy and reserves the right to terminate the Company's servicing authority for all or some of the portfolio if, at any time, it determines that the Company's financial condition is not adequate to support its obligations under the DUS agreement. The Company is required to maintain acceptable net worth, as defined in the agreement, and the Company satisfied the requirements as of September 30, 2024. The net worth requirement is derived primarily from unpaid principal balances on Fannie Mae loans and the level of risk sharing. As of September 30, 2024, the net worth requirement was $318.6 million, and the Company's net worth, as defined in the requirements, was $936.7 million, as measured at the Company’s wholly-owned operating subsidiary, Walker & Dunlop, LLC. As of September 30, 2024, the Company was required to maintain at least $63.4 million of liquid assets to meet operational liquidity requirements for Fannie Mae, Freddie Mac, HUD, and Ginnie Mae, and the Company had operational liquidity, as defined in the requirements, of $155.7 million as of September 30, 2024, as measured at the Company’s wholly-owned operating subsidiary, Walker & Dunlop, LLC.

Pledged Securities, at Fair Value—Pledged securities, at fair value consisted of the following balances as of September 30, 2024 and 2023, and December 31, 2023 and 2022:

(in thousands)	September 30,				December 31,
Pledged Securities	2024		2023		2023		2022
Restricted cash	$	10,708	$	10,523	$	2,727	$	5,788
Money market funds		36,346		36,035		38,556		8,870
Total pledged cash and cash equivalents	$	47,054	$	46,558	$	41,283	$	14,658
Agency MBS		156,891		130,951		142,798		142,624
Total pledged securities, at fair value	$	203,945	$	177,509	$	184,081	$	157,282

The information in the preceding table is presented to reconcile beginning and ending cash, cash equivalents, restricted cash, and restricted cash equivalents in the Condensed Consolidated Statements of Cash Flows as more fully discussed in NOTE 2.

The Company’s investments included within Pledged securities, at fair value consist primarily of money market funds and Agency debt securities. The investments in Agency debt securities consist of multifamily Agency MBS and are all accounted for as AFS securities. A detailed discussion of the Company’s accounting policies regarding the allowance for credit losses for AFS securities is included in NOTE 2 of the Company’s 2023 Form 10-K. The following table provides additional information related to the Agency MBS as of September 30, 2024 and December 31, 2023:

Fair Value and Amortized Cost of Agency MBS (in thousands)	September 30, 2024		December 31, 2023
Fair value	$	156,891	$	142,798
Amortized cost		155,504		143,862
Total gains for securities with net gains in AOCI		2,557		1,036
Total losses for securities with net losses in AOCI		(1,170)		(2,100)
Fair value of securities with unrealized losses		97,834		103,003

Pledged securities with a fair value of $77.7 million, an amortized cost of $78.8 million, and a net unrealized loss of $1.1 million have been in a continuous unrealized loss position for more than 12 months. All securities that have been in a continuous loss position are Agency debt securities that carry a guarantee of the contractual payments.

The following table provides contractual maturity information related to Agency MBS. The money market funds invest in short-term Federal Government and Agency debt securities and have no stated maturity date.

(in thousands)	September 30, 2024
Detail of Agency MBS Maturities	Fair Value		Amortized Cost
Within one year	$	228	$	228
After one year through five years		70,035		69,994
After five years through ten years		69,219		68,332
After ten years		17,409		16,950
Total	$	156,891	$	155,504

XML

EARNINGS PER SHARE AND STOCKHOLDERS EQUITY

9 Months Ended

Sep. 30, 2024

EARNINGS PER SHARE AND STOCKHOLDERS' EQUITY

EARNINGS PER SHARE AND STOCKHOLDERS' EQUITY

NOTE 10—EARNINGS PER SHARE AND STOCKHOLDERS’ EQUITY

Earnings per share (“EPS”) is calculated under the two-class method. The two-class method allocates all earnings (distributed and undistributed) to each class of common stock and participating securities based on their respective rights to receive dividends. The Company grants share-based awards to various employees and nonemployee directors under the Company’s 2024 Equity Incentive Plan, which was approved by stockholders on May 2, 2024 and constitutes an amendment and restatement of the Company’s 2020 Equity Incentive Plan, that entitle recipients to receive nonforfeitable dividends during the vesting period on a basis equivalent to the dividends paid to holders of common stock. These unvested awards meet the definition of participating securities.

The following table presents the calculation of basic and diluted EPS for the three and nine months ended September 30, 2024 and 2023 under the two-class method. Participating securities were included in the calculation of diluted EPS using the two-class method, as this computation was more dilutive than the treasury-stock method.

	For the three months ended September 30,				For the nine months ended September 30,
EPS Calculations (in thousands, except per share amounts)	2024		2023		2024		2023
Calculation of basic EPS
Walker & Dunlop net income	$	28,802	$	21,458	$	63,331	$	75,758
Less: dividends and undistributed earnings allocated to participating securities		626		534		1,449		1,942
Net income applicable to common stockholders	$	28,176	$	20,924	$	61,882	$	73,816
Weighted-average basic shares outstanding		33,169		32,737		33,090		32,654
Basic EPS	$	0.85	$	0.64	$	1.87	$	2.26
Calculation of diluted EPS
Net income applicable to common stockholders	$	28,176	$	20,924	$	61,882	$	73,816
Add: reallocation of dividends and undistributed earnings based on assumed conversion		—		—		—		2
Net income allocated to common stockholders	$	28,176	$	20,924	$	61,882	$	73,818
Weighted-average basic shares outstanding		33,169		32,737		33,090		32,654
Add: weighted-average diluted non-participating securities		34		158		45		199
Weighted-average diluted shares outstanding		33,203		32,895		33,135		32,853
Diluted EPS	$	0.85	$	0.64	$	1.87	$	2.25

The assumed proceeds used for calculating the dilutive impact of restricted stock awards under the treasury-stock method includes the unrecognized compensation costs associated with the awards. For the three and nine months ended September 30, 2024, 78 thousand average restricted shares and 81 thousand average restricted shares, respectively, were excluded from the computation of diluted EPS under the treasury-stock method. For the three and nine months ended September 30, 2023, 169 thousand average restricted shares and 343 thousand average restricted shares, respectively, were excluded from the computation. These average restricted shares were excluded from the computation of diluted EPS under the treasury method because the effect would have been anti-dilutive (the exercise price of the options, or the grant date market price of the restricted shares was greater than the average market price of the Company’s shares of common stock during the periods presented).

In February 2024, the Company’s Board of Directors approved a stock repurchase program that permits the repurchase of up to $75.0 million of the Company’s common stock over a 12-month period beginning on February 23, 2024. During the first nine months of 2024, the Company did not repurchase any shares of its common stock under the share repurchase program. As of September 30, 2024, the Company had $75.0 million of authorized share repurchase capacity remaining under the 2024 share repurchase program.

During each of the first three quarters of 2024, the Company paid a dividend of $0.65 per share. On November 6, 2024, the Company’s Board of Directors declared a dividend of $0.65 per share for the fourth quarter of 2024. The dividend will be paid on December 6, 2024 to all holders of record of the Company’s restricted and unrestricted common stock as of November 22, 2024.

The Company awarded $4.4 million and $3.0 million of stock to settle compensation liabilities, a non-cash transaction, for the nine months ended September 30, 2024 and 2023, respectively.

The Company’s note payable contains direct restrictions on the amount of dividends the Company may pay, and the warehouse debt facilities and agreements with the Agencies contain minimum equity, liquidity, and other capital requirements that indirectly restrict the amount of dividends the Company may pay. The Company does not believe that these restrictions currently limit the amount of dividends the Company can pay for the foreseeable future.

During the second quarter of 2024, the Company purchased a noncontrolling interest for cash consideration of $7.0 million, of which $4.0 million was paid at the time of closing, with an additional $1.0 million to be paid in each of the next three quarters. The purchase of the noncontrolling interest resulted in a reduction to APIC of $25.7 million (a non-cash transaction) for the excess of the purchase price over the noncontrolling interest balance.

During the fourth quarter of 2024, the Company purchased the remaining noncontrolling interest of Zelman Holdings, LLC for cash consideration of $11.9 million, all of which was paid at the time of closing. The purchase of the noncontrolling interest is expected to result in an increase to APIC of $9.8 million (a non-cash transaction) for the excess of the noncontrolling interest balance over the purchase price.

XML

SEGMENTS

9 Months Ended

Sep. 30, 2024

SEGMENTS

SEGMENTS

NOTE 11—SEGMENTS

The Company’s executive leadership team, which functions as the Company’s chief operating decision making body, makes decisions and assesses performance based on the following three reportable segments. The reportable segments are determined based on the product or service provided and reflect the manner in which management is currently evaluating the Company’s financial information.  

(i) Capital Markets (“CM”)—CM provides a comprehensive range of commercial real estate finance products to its customers, including Agency lending, debt brokerage, property sales, and appraisal and valuation services. The Company’s long-established relationships with the Agencies and institutional investors enable CM to offer a broad range of loan products and services to the Company’s customers, including first mortgage, second trust, supplemental, construction, mezzanine, preferred equity, and small-balance loans. CM provides property sales services to owners and developers of multifamily properties and commercial real estate and multifamily property appraisals for various investors. CM also provides real estate-related investment banking and advisory services, including housing market research.

As part of Agency lending, CM temporarily funds the loans it originates (loans held for sale) before selling them to the Agencies and earns net interest income on the spread between the interest income on the loans and the warehouse interest expense. For Agency loans, CM recognizes the fair value of expected net cash flows from servicing, which represents the right to receive future servicing fees. CM also earns fees for origination of loans for both Agency lending and debt brokerage, fees for property sales, appraisals, and investment banking and advisory services, and subscription revenue for its housing market research. Direct internal, including compensation, and external costs that are specific to CM are included within the results of this reportable segment.

(ii) Servicing & Asset Management (“SAM”)—SAM’s activities include: (i) servicing and asset-managing the portfolio of loans the Company (a) originates and sells to the Agencies, (b) brokers to certain life insurance companies, and (c) originates through its principal lending and investing activities, (ii) managing third-party capital invested in commercial real estate assets through senior secured debt or limited partnership equity instruments, e.g., preferred equity, mezzanine debt, etc. either through funds or direct investments, and (iii) managing third-party capital invested in tax credit equity funds focused on the LIHTC sector and other commercial real estate.

SAM earns revenue mainly through fees for servicing and asset-managing the loans in the Company’s servicing portfolio and asset management fees for managing third-party capital. Direct internal, including compensation, and external costs that are specific to SAM are included within the results of this reportable segment.

(iii) Corporate—The Corporate segment consists primarily of the Company’s treasury operations and other corporate-level activities. The Company’s treasury activities include monitoring and managing liquidity and funding requirements, including corporate debt. Other corporate-level activities include equity-method investments, accounting, information technology, legal, human resources, marketing, internal audit, and various other corporate groups (“support functions”). The Company does not allocate costs from these support functions to the CM or SAM segments in presenting segment operating results. The Company does allocate interest expense and income tax expense. Corporate debt and the related interest expense are allocated first based on specific acquisitions where debt was directly used to fund the acquisition, such as the acquisition of Alliant, and then based on the remaining segment assets. Income tax expense is allocated proportionally based on income from operations at each segment, except for significant, one-time tax activities, which are allocated entirely to the segment impacted by the tax activity.

The following tables provide a summary and reconciliation of each segment’s results for the three months ended September 30, 2024 and 2023.

Segment Results (in thousands)	For the three months ended September 30, 2024
Revenues		CM		SAM		Corporate		Consolidated
Loan origination and debt brokerage fees, net	$	72,723		823		—	$	73,546
Fair value of expected net cash flows from servicing, net		43,426		—		—		43,426
Servicing fees		—		82,222		—		82,222
Property sales broker fees		19,322		—		—		19,322
Investment management fees		—		11,744		—		11,744
Net warehouse interest income (expense)		(2,798)		651		—		(2,147)
Placement fees and other interest income		—		40,299		3,258		43,557
Other revenues		11,039		9,145		450		20,634
Total revenues	$	143,712	$	144,884	$	3,708	$	292,304
Expenses
Personnel	$	104,987		20,951		19,600	$	145,538
Amortization and depreciation		1,137		54,668		1,756		57,561
Provision (benefit) for credit losses		—		2,850		—		2,850
Interest expense on corporate debt		4,888		11,711		1,633		18,232
Goodwill impairment		—		—		—		—
Fair value adjustments to contingent consideration liabilities		(1,366)		—		—		(1,366)
Other operating expenses		5,137		6,611		20,236		31,984
Total expenses	$	114,783	$	96,791	$	43,225	$	254,799
Income (loss) from operations	$	28,929	$	48,093	$	(39,517)	$	37,505
Income tax expense (benefit)		7,073		10,756		(9,007)		8,822
Net income (loss) before noncontrolling interests	$	21,856	$	37,337	$	(30,510)	$	28,683
Less: net income (loss) from noncontrolling interests		26		(145)		—		(119)
Walker & Dunlop net income (loss)	$	21,830	$	37,482	$	(30,510)	$	28,802

Segment Results (in thousands)	For the three months ended September 30, 2023
Revenues		CM		SAM		Corporate		Consolidated
Loan origination and debt brokerage fees, net	$	56,149	$	—	$	—	$	56,149
Fair value of expected net cash flows from servicing, net		35,375		—		—		35,375
Servicing fees		—		79,200		—		79,200
Property sales broker fees		16,862		—		—		16,862
Investment management fees		—		13,362		—		13,362
Net warehouse interest income (expense)		(2,565)		534		—		(2,031)
Placement fees and other interest income		—		39,475		3,525		43,000
Other revenues		11,875		15,569		(618)		26,826
Total revenues	$	117,696	$	148,140	$	2,907	$	268,743
Expenses
Personnel	$	97,973	$	17,139	$	21,395	$	136,507
Amortization and depreciation		1,137		54,375		1,967		57,479
Provision (benefit) for credit losses		—		421		—		421
Interest expense on corporate debt		4,874		11,096		1,624		17,594
Goodwill impairment		14,000		—		—		14,000
Fair value adjustments to contingent consideration liabilities		(14,000)		—		—		(14,000)
Other operating expenses		4,193		5,039		19,297		28,529
Total expenses	$	108,177	$	88,070	$	44,283	$	240,530
Income (loss) from operations	$	9,519	$	60,070	$	(41,376)	$	28,213
Income tax expense (benefit)		2,386		15,040		(10,357)		7,069
Net income (loss) before noncontrolling interests	$	7,133	$	45,030	$	(31,019)	$	21,144
Less: net income (loss) from noncontrolling interests		83		(397)		—		(314)
Walker & Dunlop net income (loss)	$	7,050	$	45,427	$	(31,019)	$	21,458

The following tables provide a summary and reconciliation of each segment’s results for the nine months ended September 30, 2024 and 2023 and total assets as of September 30, 2024 and 2023.

Segment Results and Total Assets (in thousands)	As of and for the nine months ended September 30, 2024
Revenues		CM		SAM		Corporate		Consolidated
Loan origination and debt brokerage fees, net	$	180,264	$	2,356	$	—	$	182,620
Fair value of expected net cash flows from servicing, net		97,673		—		—		97,673
Servicing fees		—		242,683		—		242,683
Property sales broker fees		39,408		—		—		39,408
Investment management fees		—		40,086		—		40,086
Net warehouse interest income (expense)		(6,322)		1,475		—		(4,847)
Placement fees and other interest income		—		113,072		10,927		123,999
Other revenues		32,756		34,679		1,982		69,417
Total revenues	$	343,779	$	434,351	$	12,909	$	791,039
Expenses
Personnel	$	276,655	$	59,083	$	54,330	$	390,068
Amortization and depreciation		3,412		160,912		5,171		169,495
Provision (benefit) for credit losses		—		6,310		—		6,310
Interest expense on corporate debt		15,038		33,848		4,879		53,765
Goodwill impairment		—		—		—		—
Fair value adjustments to contingent consideration liabilities		(1,366)		—		—		(1,366)
Other operating expenses		14,831		18,462		60,093		93,386
Total expenses	$	308,570	$	278,615	$	124,473	$	711,658
Income (loss) from operations	$	35,209	$	155,736	$	(111,564)	$	79,381
Income tax expense (benefit)		8,689		38,430		(27,531)		19,588
Net income (loss) before noncontrolling interests	$	26,520	$	117,306	$	(84,033)	$	59,793
Less: net income (loss) from noncontrolling interests		353		(3,891)		—		(3,538)
Walker & Dunlop net income (loss)	$	26,167	$	121,197	$	(84,033)	$	63,331
Total assets	$	1,711,722		2,495,600		371,909	$	4,579,231

Segment Results and Total Assets (in thousands)	As of and for the nine months ended September 30, 2023
Revenues		CM		SAM		Corporate		Consolidated
Loan origination and debt brokerage fees, net	$	167,679	$	522	$	—	$	168,201
Fair value of expected net cash flows from servicing, net		107,446		—		—		107,446
Servicing fees		—		232,027		—		232,027
Property sales broker fees		38,831		—		—		38,831
Investment management fees		—		44,844		—		44,844
Net warehouse interest income (expense)		(7,006)		3,450		—		(3,556)
Placement fees and other interest income		—		100,636		8,674		109,310
Other revenues		40,735		42,697		(431)		83,001
Total revenues	$	347,685	$	424,176	$	8,243	$	780,104
Expenses
Personnel	$	281,502	$	53,669	$	53,254	$	388,425
Amortization and depreciation		3,412		161,935		5,390		170,737
Provision (benefit) for credit losses		—		(11,088)		—		(11,088)
Interest expense on corporate debt		13,870		31,385		4,623		49,878
Goodwill impairment		14,000		—		—		14,000
Fair value adjustments to contingent consideration liabilities		(14,000)		—		—		(14,000)
Other operating expenses		15,037		16,465		51,820		83,322
Total expenses	$	313,821	$	252,366	$	115,087	$	681,274
Income (loss) from operations	$	33,864	$	171,810	$	(106,844)	$	98,830
Income tax expense (benefit)		8,462		42,931		(26,698)		24,695
Net income (loss) before noncontrolling interests	$	25,402	$	128,879	$	(80,146)	$	74,135
Less: net income (loss) from noncontrolling interests		1,741		(3,364)		—		(1,623)
Walker & Dunlop net income (loss)	$	23,661	$	132,243	$	(80,146)	$	75,758
Total assets	$	1,424,270	$	2,361,245	$	492,336	$	4,277,851

XML

VARIABLE INTEREST ENTITIES

9 Months Ended

Sep. 30, 2024

VARIABLE INTEREST ENTITIES

VARIABLE INTEREST ENTITIES

NOTE 12—VARIABLE INTEREST ENTITIES

The Company provides alternative investment management services through the syndication of tax credit funds and development of affordable housing projects. To facilitate the syndication and development of affordable housing projects, the Company is involved with the acquisition and/or formation of limited partnerships and joint ventures with investors, property developers, and property managers that are variable interest entities (“VIEs”).

A detailed discussion of the Company’s accounting policies regarding the consolidation of VIEs and significant transactions involving VIEs is included in NOTE 2 and NOTE 17 of the 2023 Form 10-K.

As of September 30, 2024 and December 31, 2023, the assets and liabilities of the consolidated tax credit funds were immaterial. The table below presents the assets and liabilities of the Company’s consolidated joint venture development VIEs included in the Condensed Consolidated Balance Sheets:

Consolidated VIEs (in thousands)		September 30, 2024		December 31, 2023
Assets:
Cash and cash equivalents	$	630	$	2,841
Restricted cash		4,163		2,811
Receivables, net		27,707		28,256
Other Assets		48,246		47,249
Total assets of consolidated VIEs	$	80,746	$	81,157
Liabilities:
Other liabilities	$	57,578	$	53,526
Total liabilities of consolidated VIEs	$	57,578	$	53,526

The table below presents the carrying value and classification of the Company’s interests in nonconsolidated VIEs included in the Condensed Consolidated Balance Sheets:

Nonconsolidated VIEs (in thousands)		September 30, 2024		December 31, 2023
Assets
Committed investments in tax credit equity	$	333,713	$	154,028
Other assets: Equity-method investments		62,365		60,195
Total interests in nonconsolidated VIEs	$	396,078	$	214,223
Liabilities
Commitments to fund investments in tax credit equity	$	289,250	$	140,259
Total commitments to fund nonconsolidated VIEs	$	289,250	$	140,259
Maximum exposure to losses(1)(2)	$	396,078	$	214,223

(1) Maximum exposure determined as “Total interests in nonconsolidated VIEs.” The maximum exposure for the Company’s investments in tax credit equity is limited to the carrying value of its investment, as there are no funding obligations or other commitments related to the nonconsolidated VIEs other than the amounts presented in the table above.

(2) Based on historical experience and the underlying expected cash flows from the underlying investment, the maximum exposure of loss is not representative of the actual loss, if any, that the Company may incur.

XML

Pay vs Performance Disclosure - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss)	$ 28,802	$ 22,663	$ 11,866	$ 21,458	$ 27,635	$ 26,665	$ 63,331	$ 75,758

XML

Insider Trading Arrangements	3 Months Ended
	Sep. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

9 Months Ended

Sep. 30, 2024

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Subsequent Events

Subsequent Events—The Company has evaluated the effects of all events that have occurred subsequent to September 30, 2024 and before the date of this filing. The Company has made certain disclosures in the notes to the condensed consolidated financial statements of events that have occurred subsequent to September 30, 2024. There have been no other material subsequent events that would require recognition in the condensed consolidated financial statements.

Use of Estimates

Use of Estimates—The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, and expenses, including the allowance for risk-sharing obligations, initial and recurring fair value assessments of capitalized mortgage servicing rights, the initial fair value assessment of  goodwill, the periodic assessment of impairment of goodwill, initial fair value estimate of other intangible assets, and the initial and recurring fair value assessments of contingent consideration liabilities. Actual results may vary from these estimates.

Provision (Benefit) for Credit Losses

Provision (Benefit) for Credit Losses—The Company records the income statement impact of the changes in the allowance for loan losses, the allowance for risk-sharing obligations, and other credit losses within Provision (benefit) for credit losses in the Condensed Consolidated Statements of Income. NOTE 4 contains additional discussion related to the allowance for risk-sharing obligations. The Company has credit risk exclusively on loans secured by multifamily real estate, with no exposure to any other sector of commercial real estate, including office, retail, industrial and hospitality.

	For the three months ended				For the nine months ended
	September 30,				September 30,
Components of Provision (Benefit) for Credit Losses (in thousands)	2024		2023		2024		2023
Provision (benefit) for loan losses	$	—	$	(134)	$	(16)	$	4
Provision (benefit) for risk-sharing obligations		(150)		555		(1,274)		(11,092)
Provision (benefit) for other credit losses		3,000		—		7,600		—
Provision (benefit) for credit losses	$	2,850	$	421	$	6,310	$	(11,088)

Agency Loan Repurchases

Agency Loan Repurchases—The Company is obligated to repurchase loans that are originated for the GSEs or HUD (collectively, the “Agencies”) programs if certain representations and warranties that it provides in connection with the sale of the loans through these programs are or may have been breached. When the Company repurchases a loan from the Agencies, the loan is included as a component of Other assets on the Condensed Consolidated Balance Sheets and any related credit loss is included within Provision (benefit) for credit losses in the Condensed Consolidated Statements of Income.

Fannie Mae—During the first quarter of 2024, the Company repurchased a $17.9 million Fannie Mae loan, which consisted of a $4.4 million advance previously made to Fannie Mae in 2023 and a $13.5 million cash payment during the three months ended March 31, 2024. As of September 30, 2024, the Company had an immaterial allowance for credit loss related to this loan, as the Company expects to liquidate the underlying collateral for an amount slightly less than the Company’s cost basis in the loan. During the fourth quarter of 2024, the Company received repurchase demand letters from Fannie Mae for two additional loans with a total unpaid principal balance (“UPB”) of $25.6 million. The Company previously recorded collateral-based reserves for these two loans prior to receiving the repurchase demand letters that as of September 30, 2024, totaled $2.0 million.

Freddie Mac—The Company received repurchase requests from Freddie Mac related to two loans with UPBs of $11.4 million (“First loan”) and $34.8 million (“Second loan”). In March 2024, the Company entered into a forbearance and indemnification agreement with Freddie Mac that among other things delayed the repurchase of these loans for six and 12 months for the First and Second loans, respectively, and transferred the risk of loss for both loans from Freddie Mac to the Company. During the third quarter of 2024, the Company received a six-month extension related to the First loan. The fair value of the indemnification related to the First loan is de minimis due to the excess of fair value of the underlying collateral compared to the carrying value of the loan. With respect to the Second loan, as of September 30, 2024, the Company’s best estimate of the fair value of the indemnification was $7.6 million, which is included within Other liabilities on the Condensed Consolidated Balance Sheets, with a corresponding amount included in Provision (benefit) for credit losses in the Condensed Consolidated Statements of Income for the nine months ended September 30, 2024.

Loans Held for Investment ("LHFI"), net

Loans Held for Investment (“LHFI”), net—LHFI consist predominately of multifamily interim loans originated by the Company for properties that currently do not qualify for permanent Agency financing (“Interim Loan Program” or “ILP”). These loans have terms of up to three years and are all adjustable-rate, interest-only, multifamily loans with similar risk characteristics and no geographic concentration. The Company also has an immaterial amount of LHFI associated with the repurchased loan as discussed above. The loans are carried at their unpaid principal balances, adjusted for net unamortized loan fees and costs, and net of any allowance for loan losses. LHFI are included as a component of Other assets in the Condensed Consolidated Financial Statements.

As of September 30, 2024 and December 31, 2023, the balance of the Interim Loan Program portfolio consisted of a small number of loans with a balance of $38.0 million and $40.1 million, respectively, including an immaterial amount of net unamortized deferred fees and costs and allowance for loan losses. There were no ILP loans delinquent and in non-accrual status as of both September 30, 2024 and December 31, 2023. The amortized cost basis of loans that were current was $38.0 million and $40.1 million as of September 30, 2024 and December 31, 2023, respectively. As of September 30, 2024, ILP loans were originated in 2019 and 2024.

Statement of Cash Flows

Statement of Cash Flows—For presentation in the Condensed Consolidated Statements of Cash Flows, the Company considers pledged cash and cash equivalents (as detailed in NOTE 9) to be restricted cash and restricted cash equivalents. The following table presents a reconciliation of the total cash, cash equivalents, restricted cash, and restricted cash equivalents as presented in the Condensed Consolidated Statements of Cash Flows to the related captions in the Condensed Consolidated Balance Sheets as of September 30, 2024 and 2023, and December 31, 2023 and 2022.

	September 30,				December 31,
(in thousands)	2024		2023		2023		2022
Cash and cash equivalents	$	179,759	$	236,321	$	328,698	$	225,949
Restricted cash		39,827		17,768		21,422		17,676
Pledged cash and cash equivalents (NOTE 9)		47,054		46,558		41,283		14,658
Total cash, cash equivalents, restricted cash, and restricted cash equivalents	$	266,640	$	300,647	$	391,403	$	258,283

Income Taxes

Income Taxes—The Company records the realizable excess tax benefits from stock-based compensation as a reduction to income tax expense. The realizable excess tax benefits were $0.7 million for both the three months ended September 30, 2024 and 2023 and $1.7 million and $2.2 million for the nine months ended September 30, 2024 and 2023, respectively.

Net Warehouse Interest Income (Expense)

Net Warehouse Interest Income (Expense)—The Company presents warehouse interest income net of warehouse interest expense. Warehouse interest income is the interest earned from loans held for sale and loans held for investment. Generally, a substantial portion of the Company’s loans is financed with matched borrowings under one of its warehouse facilities. The remaining portion of loans not funded with matched borrowings is financed with the Company’s own cash. Occasionally, the Company also fully funds a small number of loans held for sale or loans held for investment with its own cash. Warehouse interest expense is incurred on borrowings used to fund loans solely while they are held for sale or for investment. Warehouse interest income and expense are earned or incurred on loans held for sale after a loan is closed and before a loan is sold. Warehouse interest income and expense are earned or incurred on loans held for investment after a loan is closed and before a loan is repaid. Included in Net warehouse interest income (expense) for the three and nine months ended September 30, 2024 and 2023 are the following components:

	For the three months ended				For the nine months ended
(in thousands)	September 30,				September 30,
Components of Net Warehouse Interest Income (Expense)	2024		2023		2024		2023
Warehouse interest income	$	10,648	$	11,912	$	24,784	$	34,015
Warehouse interest expense		(12,795)		(13,943)		(29,631)		(37,571)
Net warehouse interest income (expense)	$	(2,147)	$	(2,031)	$	(4,847)	$	(3,556)

Co-broker Fees

Co-broker Fees—Third-party co-broker fees are netted against Loan origination and debt brokerage fees, net in the Condensed Consolidated Statements of Income and were $2.0 million and $2.5 million for the three months ended September 30, 2024 and 2023, respectively, and $6.6 million and $9.3 million for the nine months ended September 30, 2024 and 2023, respectively.

Contracts with Customers

Contracts with Customers—A majority of the Company’s revenues are derived from the following sources, all of which are excluded from the accounting provisions applicable to contracts with customers: (i) financial instruments, (ii) transfers and servicing, (iii) derivative transactions, and (iv) investments in debt securities/equity-method investments. The remaining portion of revenues is derived from contracts with customers.

Other than LIHTC asset management fees as described in the 2023 Form 10-K and presented as Investment management fees in the Condensed Consolidated Statements of Income, the Company’s contracts with customers generally do not require judgment or material estimates that affect the determination of the transaction price (including the assessment of variable consideration), the allocation of the transaction price to performance obligations, and the determination of the timing of the satisfaction of performance obligations. Additionally, the earnings process for the majority of the Company’s contracts with customers is not complicated and is generally completed in a short period of time. The following table presents information about the Company’s contracts with customers for the three and nine months ended September 30, 2024 and 2023:  

	For the three months ended				For the nine months ended
(in thousands)	September 30,				September 30,
Description	2024		2023		2024		2023		Statement of income line item
Certain loan origination fees	$	21,310	$	16,259	$	64,718	$	50,982	Loan origination and debt brokerage fees, net
Property sales broker fees		19,322		16,862		39,408		38,831	Property sales broker fees
Investment management fees		11,744		13,362		40,086		44,844	Investment management fees
Application fees, appraisal revenues, subscription revenues, syndication fees, and other revenues		12,014		15,138		41,008		56,602	Other revenues
Total revenues derived from contracts with customers	$	64,390	$	61,621	$	185,220	$	191,259

Litigation

Litigation—In the ordinary course of business, the Company may be party to various claims and litigation, none of which the Company believes is material. The Company cannot predict the outcome of any pending litigation and may be subject to consequences that could include fines, penalties, and other costs, and the Company’s reputation and business may be impacted. The Company believes that any liability that could be imposed on the Company in connection with the disposition of any pending lawsuits would not have a material adverse effect on its business, results of operations, liquidity, or financial condition.

Recently Adopted and Recently Announced Accounting Pronouncements

Recently Adopted and Recently Announced Accounting Pronouncements—The Company is currently evaluating Accounting Standards Updates (“ASU”) 2023-07, Improvements to Reportable Segment Disclosures and 2023-09, Improvements to Income Tax Disclosures. The annual disclosures required by ASU 2023-07 are effective for the Company’s Annual Report on Form 10-K for the year ending December 31, 2024. The interim disclosures required by ASU 2023-07 are effective in 2025. The disclosures for ASU 2023-09 are effective for the Company’s Annual Report on Form 10-K for the year ending December 31, 2025. The Company believes these ASUs will not materially impact the Company’s consolidated financial statements or disclosures. There were no other recently announced but not yet effective accounting pronouncements issued that have the potential to impact the Company’s condensed consolidated financial statements. The Company did not adopt any new accounting policies during the second quarter of 2024.

Reclassifications

Reclassifications—The Company has made immaterial reclassifications to prior-year balances to conform to current-year presentation.

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

9 Months Ended

Sep. 30, 2024

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Schedule of Components of Provision (Benefit) for Credit Losses

	For the three months ended				For the nine months ended
	September 30,				September 30,
Components of Provision (Benefit) for Credit Losses (in thousands)	2024		2023		2024		2023
Provision (benefit) for loan losses	$	—	$	(134)	$	(16)	$	4
Provision (benefit) for risk-sharing obligations		(150)		555		(1,274)		(11,092)
Provision (benefit) for other credit losses		3,000		—		7,600		—
Provision (benefit) for credit losses	$	2,850	$	421	$	6,310	$	(11,088)

Schedule of Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents

	September 30,				December 31,
(in thousands)	2024		2023		2023		2022
Cash and cash equivalents	$	179,759	$	236,321	$	328,698	$	225,949
Restricted cash		39,827		17,768		21,422		17,676
Pledged cash and cash equivalents (NOTE 9)		47,054		46,558		41,283		14,658
Total cash, cash equivalents, restricted cash, and restricted cash equivalents	$	266,640	$	300,647	$	391,403	$	258,283

Schedule of Net Warehouse Interest Income (Expense)

	For the three months ended				For the nine months ended
(in thousands)	September 30,				September 30,
Components of Net Warehouse Interest Income (Expense)	2024		2023		2024		2023
Warehouse interest income	$	10,648	$	11,912	$	24,784	$	34,015
Warehouse interest expense		(12,795)		(13,943)		(29,631)		(37,571)
Net warehouse interest income (expense)	$	(2,147)	$	(2,031)	$	(4,847)	$	(3,556)

Schedule of Contracts with Customers

	For the three months ended				For the nine months ended
(in thousands)	September 30,				September 30,
Description	2024		2023		2024		2023		Statement of income line item
Certain loan origination fees	$	21,310	$	16,259	$	64,718	$	50,982	Loan origination and debt brokerage fees, net
Property sales broker fees		19,322		16,862		39,408		38,831	Property sales broker fees
Investment management fees		11,744		13,362		40,086		44,844	Investment management fees
Application fees, appraisal revenues, subscription revenues, syndication fees, and other revenues		12,014		15,138		41,008		56,602	Other revenues
Total revenues derived from contracts with customers	$	64,390	$	61,621	$	185,220	$	191,259

XML

MORTGAGE SERVICING RIGHTS (Tables)

9 Months Ended

Sep. 30, 2024

MORTGAGE SERVICING RIGHTS

Schedule of Activity Related to MSRs

	For the three months ended				For the nine months ended
	September 30,				September 30,
Roll Forward of MSRs (in thousands)	2024		2023		2024		2023
Beginning balance	$	850,831	$	932,131	$	907,415	$	975,226
Additions, following the sale of loan		39,806		42,495		87,388		104,644
Amortization		(50,871)		(50,276)		(151,897)		(149,185)
Pre-payments and write-offs		(2,870)		(2,604)		(6,010)		(8,939)
Ending balance	$	836,896	$	921,746	$	836,896	$	921,746

Summary of Components of Net Carrying Value of MSRs

Components of MSRs (in thousands)	September 30, 2024		December 31, 2023
Gross value	$	1,771,026	$	1,733,844
Accumulated amortization		(934,130)		(826,429)
Net carrying value	$	836,896	$	907,415

Schedule of Expected Amortization of MSRs

	Expected
(in thousands)	Amortization
Three Months Ending December 31,
2024	$	49,924
Year Ending December 31,
2025	$	184,542
2026		159,434
2027		137,779
2028		108,028
2029		80,845
Thereafter		116,344
Total	$	836,896

XML

ALLOWANCE FOR RISK-SHARING OBLIGATIONS (Tables)

9 Months Ended

Sep. 30, 2024

ALLOWANCE FOR RISK-SHARING OBLIGATIONS

Summary of Allowance for Risk-Sharing Obligations

	For the three months ended				For the nine months ended
	September 30,				September 30,
Roll Forward of Allowance for Risk-Sharing Obligations (in thousands)	2024		2023		2024		2023
Beginning balance	$	30,477	$	32,410	$	31,601	$	44,057
Provision (benefit) for risk-sharing obligations		(150)		555		(1,274)		(11,092)
Write-offs		(468)		(2,008)		(468)		(2,008)
Ending balance	$	29,859	$	30,957	$	29,859	$	30,957

Schedule of CECL Calculation Details and Provision Impact

		2024
CECL Allowance Calculation Inputs, Details, and Provision Impact		Q1		Q2		Q3		Total
Forecast-period loss rate (in basis points)		2.3		2.3		2.1		N/A
Reversion-period loss rate (in basis points)		1.3		1.3		1.2		N/A
Historical loss rate (in basis points)		0.3		0.3		0.3		N/A
At-risk Fannie Mae servicing portfolio UPB (in billions)	$	59.2	$	59.5	$	60.6		N/A
CECL allowance (in millions)	$	25.0	$	24.9	$	23.4		N/A
Provision (benefit) for CECL allowance (in millions)	$	(1.5)	$	(0.1)	$	(1.5)	$	(3.1)

		2023
CECL Allowance Calculation Inputs, Details, and Provision Impact		Q1		Q2		Q3		Total
Forecast-period loss rate (in basis points)		2.3		2.3		2.3		N/A
Reversion-period loss rate (in basis points)		1.5		1.5		1.5		N/A
Historical loss rate (in basis points)		0.6		0.6		0.6		N/A
At-risk Fannie Mae servicing portfolio UPB (in billions)	$	54.5	$	55.7	$	57.4		N/A
CECL allowance (in millions)	$	28.7	$	28.9	$	31.0		N/A
Provision (benefit) for CECL allowance (in millions)	$	(11.0)	$	0.2	$	0.5	$	(10.3)

XML

DEBT (Tables)

9 Months Ended

Sep. 30, 2024

DEBT

Schedule of notes payable

	September 30, 2024
(in thousands)	Committed		Uncommitted		Total Facility		Outstanding
Facility	Amount		Amount		Capacity		Balance		Interest rate(1)
Agency Warehouse Facility #1	$	325,000		250,000		575,000	$	161,956	SOFR plus 1.30%
Agency Warehouse Facility #2		700,000		300,000		1,000,000		215,752	SOFR plus 1.30%
Agency Warehouse Facility #3		425,000		425,000		850,000		214,877	SOFR plus 1.30%
Agency Warehouse Facility #4		150,000		225,000		375,000		89,593	SOFR plus 1.30% to 1.35%
Agency Warehouse Facility #5		50,000		950,000		1,000,000		269,375	SOFR plus 1.45%
Total National Bank Agency Warehouse Facilities	$	1,650,000		2,150,000		3,800,000	$	951,553
Fannie Mae repurchase agreement, uncommitted line and open maturity		—		1,500,000		1,500,000		56,981
Total Agency Warehouse Facilities	$	1,650,000		3,650,000		5,300,000	$	1,008,534

(1) Interest rate presented does not include the effect of any applicable interest rate floors.

XML

GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)

9 Months Ended

Sep. 30, 2024

GOODWILL AND OTHER INTANGIBLE ASSETS

Schedule of Goodwill by Reportable Segment

	For the nine months ended
	September 30,
(in thousands)	2024						2023
Roll Forward of Gross Goodwill	CM		SAM		Consolidated(1)		CM		SAM		Consolidated(1)
Beginning balance	$	524,189		439,521	$	963,710	$	520,191	$	439,521	$	959,712
Additions from acquisitions		—		—		—		—		—		—
Measurement-period and other adjustments		—		—		—		3,998		—		3,998
Ending gross goodwill balance	$	524,189	$	439,521	$	963,710	$	524,189	$	439,521	$	963,710
Roll Forward of Accumulated Goodwill Impairment
Beginning balance	$	62,000		—	$	62,000	$	—	$	—	$	—
Impairment		—		—		—		14,000		—		14,000
Ending accumulated goodwill impairment	$	62,000	$	—	$	62,000	$	14,000	$	—	$	14,000
Goodwill	$	462,189	$	439,521	$	901,710	$	510,189	$	439,521	$	949,710

(1)As of September 30, 2024 and 2023 and December 31, 2023 and 2022, no goodwill was allocated to the Corporate reportable segment.

Schedule of Other Intangible Assets

	For the nine months ended
	September 30,
Roll Forward of Other Intangible Assets (in thousands)	2024		2023
Beginning balance	$	181,975	$	198,643
Additions from acquisitions		—		—
Amortization		(11,262)		(12,716)
Ending balance	$	170,713	$	185,927

Summary of Components of Net Carrying Value of Other Intangible Assets

Components of Other Intangible Assets (in thousands)	September 30, 2024		December 31, 2023
Gross value	$	220,682	$	220,682
Accumulated amortization		(49,969)		(38,707)
Net carrying value	$	170,713	$	181,975

Schedule of Expected Amortization of Other Intangible Assets

	Expected
(in thousands)	Amortization
Three Months Ending December 31,
2024	$	4,101
Year Ending December 31,
2025	$	16,404
2026		16,404
2027		16,404
2028		16,404
2029		16,340
Thereafter		84,656
Total	$	170,713

Schedule of Contingent Liability

	For the nine months ended
(in thousands)	September 30,
Roll Forward of Contingent Consideration Liabilities	2024		2023
Beginning balance	$	113,546	$	200,346
Additions		—		—
Accretion		1,496		927
Fair value adjustments		(1,366)		(14,000)
Payments		(34,317)		(26,090)
Ending balance	$	79,359	$	161,183

XML

FAIR VALUE MEASUREMENTS (Tables)

9 Months Ended

Sep. 30, 2024

FAIR VALUE MEASUREMENTS

Summary of Financial Assets and Financial Liabilities Measured at Fair Value on a Recurring Basis

							Balance as of
(in thousands)	Level 1		Level 2		Level 3		Period End
September 30, 2024
Assets
Loans held for sale	$	—	$	1,024,984	$	—	$	1,024,984
Pledged securities		47,054		156,891		—		203,945
Derivative assets		—		—		33,699		33,699
Total	$	47,054	$	1,181,875	$	33,699	$	1,262,628
Liabilities
Derivative liabilities	$	—	$	—	$	4,026	$	4,026
Contingent consideration liabilities		—		—		79,359		79,359
Total	$	—	$	—	$	83,385	$	83,385
December 31, 2023
Assets
Loans held for sale	$	—	$	594,998	$	—	$	594,998
Pledged securities		41,283		142,798		—		184,081
Derivative assets		—		—		31,451		31,451
Total	$	41,283	$	737,796	$	31,451	$	810,530
Liabilities
Derivative liabilities	$	—	$	—	$	28,247	$	28,247
Contingent consideration liabilities		—		—		113,546		113,546
Total	$	—	$	—	$	141,793	$	141,793

Schedule of Roll Forward of Derivative Instruments

	For the three months ended				For the nine months ended
(in thousands)	September 30,				September 30,
Derivative Assets and Liabilities, net	2024		2023		2024		2023
Beginning balance	$	21,272	$	20,241	$	3,204	$	15,560
Settlements		(108,571)		(80,213)		(253,824)		(259,655)
Realized gains (losses) recorded in earnings(1)		87,299		59,972		250,620		244,095
Unrealized gains (losses) recorded in earnings(1)		29,673		31,552		29,673		31,552
Ending balance	$	29,673	$	31,552	$	29,673	$	31,552

(1) Realized and unrealized gains (losses) from derivatives are recognized in Loan origination and debt brokerage fees, net and Fair value of expected net cash flows from servicing, net in the Condensed Consolidated Statements of Income.

Schedule of Significant Unobservable Inputs Used in the Measurement of the Fair Value of Level 3 Assets and Liabilities

	Quantitative Information about Level 3 Fair Value Measurements
(in thousands)	Fair Value		Valuation Technique	Unobservable Input (1)	Input Range (1)	Weighted Average (2)
Derivative assets	$	33,699	Discounted cash flow	Counterparty credit risk	—	—
Derivative liabilities	$	4,026	Discounted cash flow	Counterparty credit risk	—	—
Contingent consideration liabilities	$	79,359	Monte Carlo Simulation	Probability of earnout achievement	0% - 100%	47%

(1) Significant changes in this input may lead to significant changes in the fair value measurements.

(2) Contingent consideration weighted based on maximum gross earnout amount.

Schedule of Carrying Amounts and the Fair Values of the Company's Financial Instruments

	September 30, 2024				December 31, 2023
	Carrying		Fair		Carrying		Fair
(in thousands)	Amount		Value		Amount		Value
Financial Assets:
Cash and cash equivalents	$	179,759	$	179,759	$	328,698	$	328,698
Restricted cash		39,827		39,827		21,422		21,422
Pledged securities		203,945		203,945		184,081		184,081
Loans held for sale		1,024,984		1,024,984		594,998		594,998
Loans held for investment, net(1)		52,767		52,767		40,056		40,139
Derivative assets(1)		33,699		33,699		31,451		31,451
Total financial assets	$	1,534,981	$	1,534,981	$	1,200,706	$	1,200,789
Financial Liabilities:
Derivative liabilities(2)	$	4,026	$	4,026	$	28,247	$	28,247
Contingent consideration liabilities(2)		79,359		79,359		113,546		113,546
Warehouse notes payable		1,019,850		1,020,236		596,178		596,428
Notes payable		769,376		780,487		773,358		786,500
Total financial liabilities	$	1,872,611	$	1,884,108	$	1,511,329	$	1,524,721

(1) Included as a component of Other Assets on the Condensed Consolidated Balance Sheets.

(2) Included as a component of Other Liabilities on the Condensed Consolidated Balance Sheets.

Schedule of Fair Value of Derivative Instruments and Loans Held for Sale

			Fair Value Adjustment Components						Balance Sheet Location
													Fair Value
	Notional or		Estimated				Total						Adjustment
	Principal		Gain		Interest Rate		Fair Value		Derivative		Derivative		to Loans
(in thousands)	Amount		on Sale		Movement		Adjustment		Assets		Liabilities		Held for Sale
September 30, 2024
Rate lock commitments	$	755,874		31,219		(3,865)		27,354		27,354		—		—
Forward sale contracts		1,769,986		—		2,319		2,319		6,345		(4,026)		—
Loans held for sale		1,014,112		9,326		1,546		10,872		—		—		10,872
Total			$	40,545	$	—	$	40,545	$	33,699	$	(4,026)	$	10,872
December 31, 2023
Rate lock commitments	$	463,626	$	15,908	$	11,492	$	27,400	$	27,400	$	—	$	—
Forward sale contracts		1,035,964		—		(24,196)		(24,196)		4,051		(28,247)		—
Loans held for sale		572,338		9,956		12,704		22,660		—		—		22,660
Total			$	25,864	$	—	$	25,864	$	31,451	$	(28,247)	$	22,660

XML

FANNIE MAE COMMITMENTS AND PLEDGED SECURITIES (Tables)

9 Months Ended

Sep. 30, 2024

FANNIE MAE COMMITMENTS AND PLEDGED SECURITIES

Schedule of Pledged Securities at Fair Value

(in thousands)	September 30,				December 31,
Pledged Securities	2024		2023		2023		2022
Restricted cash	$	10,708	$	10,523	$	2,727	$	5,788
Money market funds		36,346		36,035		38,556		8,870
Total pledged cash and cash equivalents	$	47,054	$	46,558	$	41,283	$	14,658
Agency MBS		156,891		130,951		142,798		142,624
Total pledged securities, at fair value	$	203,945	$	177,509	$	184,081	$	157,282

Schedule of Investment Information Related to AFS Agency MBS

Fair Value and Amortized Cost of Agency MBS (in thousands)	September 30, 2024		December 31, 2023
Fair value	$	156,891	$	142,798
Amortized cost		155,504		143,862
Total gains for securities with net gains in AOCI		2,557		1,036
Total losses for securities with net losses in AOCI		(1,170)		(2,100)
Fair value of securities with unrealized losses		97,834		103,003

Schedule of Contractual Maturity Information Related to Agency MBS

(in thousands)	September 30, 2024
Detail of Agency MBS Maturities	Fair Value		Amortized Cost
Within one year	$	228	$	228
After one year through five years		70,035		69,994
After five years through ten years		69,219		68,332
After ten years		17,409		16,950
Total	$	156,891	$	155,504

XML

EARNINGS PER SHARE AND STOCKHOLDERS EQUITY (Tables)

9 Months Ended

Sep. 30, 2024

EARNINGS PER SHARE AND STOCKHOLDERS' EQUITY

Schedule of basic and diluted EPS under two-class method

	For the three months ended September 30,				For the nine months ended September 30,
EPS Calculations (in thousands, except per share amounts)	2024		2023		2024		2023
Calculation of basic EPS
Walker & Dunlop net income	$	28,802	$	21,458	$	63,331	$	75,758
Less: dividends and undistributed earnings allocated to participating securities		626		534		1,449		1,942
Net income applicable to common stockholders	$	28,176	$	20,924	$	61,882	$	73,816
Weighted-average basic shares outstanding		33,169		32,737		33,090		32,654
Basic EPS	$	0.85	$	0.64	$	1.87	$	2.26
Calculation of diluted EPS
Net income applicable to common stockholders	$	28,176	$	20,924	$	61,882	$	73,816
Add: reallocation of dividends and undistributed earnings based on assumed conversion		—		—		—		2
Net income allocated to common stockholders	$	28,176	$	20,924	$	61,882	$	73,818
Weighted-average basic shares outstanding		33,169		32,737		33,090		32,654
Add: weighted-average diluted non-participating securities		34		158		45		199
Weighted-average diluted shares outstanding		33,203		32,895		33,135		32,853
Diluted EPS	$	0.85	$	0.64	$	1.87	$	2.25

XML

SEGMENTS (Tables)

9 Months Ended

Sep. 30, 2024

SEGMENTS

Schedule of segment results and total assets

Segment Results (in thousands)	For the three months ended September 30, 2024
Revenues		CM		SAM		Corporate		Consolidated
Loan origination and debt brokerage fees, net	$	72,723		823		—	$	73,546
Fair value of expected net cash flows from servicing, net		43,426		—		—		43,426
Servicing fees		—		82,222		—		82,222
Property sales broker fees		19,322		—		—		19,322
Investment management fees		—		11,744		—		11,744
Net warehouse interest income (expense)		(2,798)		651		—		(2,147)
Placement fees and other interest income		—		40,299		3,258		43,557
Other revenues		11,039		9,145		450		20,634
Total revenues	$	143,712	$	144,884	$	3,708	$	292,304
Expenses
Personnel	$	104,987		20,951		19,600	$	145,538
Amortization and depreciation		1,137		54,668		1,756		57,561
Provision (benefit) for credit losses		—		2,850		—		2,850
Interest expense on corporate debt		4,888		11,711		1,633		18,232
Goodwill impairment		—		—		—		—
Fair value adjustments to contingent consideration liabilities		(1,366)		—		—		(1,366)
Other operating expenses		5,137		6,611		20,236		31,984
Total expenses	$	114,783	$	96,791	$	43,225	$	254,799
Income (loss) from operations	$	28,929	$	48,093	$	(39,517)	$	37,505
Income tax expense (benefit)		7,073		10,756		(9,007)		8,822
Net income (loss) before noncontrolling interests	$	21,856	$	37,337	$	(30,510)	$	28,683
Less: net income (loss) from noncontrolling interests		26		(145)		—		(119)
Walker & Dunlop net income (loss)	$	21,830	$	37,482	$	(30,510)	$	28,802

Segment Results (in thousands)	For the three months ended September 30, 2023
Revenues		CM		SAM		Corporate		Consolidated
Loan origination and debt brokerage fees, net	$	56,149	$	—	$	—	$	56,149
Fair value of expected net cash flows from servicing, net		35,375		—		—		35,375
Servicing fees		—		79,200		—		79,200
Property sales broker fees		16,862		—		—		16,862
Investment management fees		—		13,362		—		13,362
Net warehouse interest income (expense)		(2,565)		534		—		(2,031)
Placement fees and other interest income		—		39,475		3,525		43,000
Other revenues		11,875		15,569		(618)		26,826
Total revenues	$	117,696	$	148,140	$	2,907	$	268,743
Expenses
Personnel	$	97,973	$	17,139	$	21,395	$	136,507
Amortization and depreciation		1,137		54,375		1,967		57,479
Provision (benefit) for credit losses		—		421		—		421
Interest expense on corporate debt		4,874		11,096		1,624		17,594
Goodwill impairment		14,000		—		—		14,000
Fair value adjustments to contingent consideration liabilities		(14,000)		—		—		(14,000)
Other operating expenses		4,193		5,039		19,297		28,529
Total expenses	$	108,177	$	88,070	$	44,283	$	240,530
Income (loss) from operations	$	9,519	$	60,070	$	(41,376)	$	28,213
Income tax expense (benefit)		2,386		15,040		(10,357)		7,069
Net income (loss) before noncontrolling interests	$	7,133	$	45,030	$	(31,019)	$	21,144
Less: net income (loss) from noncontrolling interests		83		(397)		—		(314)
Walker & Dunlop net income (loss)	$	7,050	$	45,427	$	(31,019)	$	21,458

Segment Results and Total Assets (in thousands)	As of and for the nine months ended September 30, 2024
Revenues		CM		SAM		Corporate		Consolidated
Loan origination and debt brokerage fees, net	$	180,264	$	2,356	$	—	$	182,620
Fair value of expected net cash flows from servicing, net		97,673		—		—		97,673
Servicing fees		—		242,683		—		242,683
Property sales broker fees		39,408		—		—		39,408
Investment management fees		—		40,086		—		40,086
Net warehouse interest income (expense)		(6,322)		1,475		—		(4,847)
Placement fees and other interest income		—		113,072		10,927		123,999
Other revenues		32,756		34,679		1,982		69,417
Total revenues	$	343,779	$	434,351	$	12,909	$	791,039
Expenses
Personnel	$	276,655	$	59,083	$	54,330	$	390,068
Amortization and depreciation		3,412		160,912		5,171		169,495
Provision (benefit) for credit losses		—		6,310		—		6,310
Interest expense on corporate debt		15,038		33,848		4,879		53,765
Goodwill impairment		—		—		—		—
Fair value adjustments to contingent consideration liabilities		(1,366)		—		—		(1,366)
Other operating expenses		14,831		18,462		60,093		93,386
Total expenses	$	308,570	$	278,615	$	124,473	$	711,658
Income (loss) from operations	$	35,209	$	155,736	$	(111,564)	$	79,381
Income tax expense (benefit)		8,689		38,430		(27,531)		19,588
Net income (loss) before noncontrolling interests	$	26,520	$	117,306	$	(84,033)	$	59,793
Less: net income (loss) from noncontrolling interests		353		(3,891)		—		(3,538)
Walker & Dunlop net income (loss)	$	26,167	$	121,197	$	(84,033)	$	63,331
Total assets	$	1,711,722		2,495,600		371,909	$	4,579,231

Segment Results and Total Assets (in thousands)	As of and for the nine months ended September 30, 2023
Revenues		CM		SAM		Corporate		Consolidated
Loan origination and debt brokerage fees, net	$	167,679	$	522	$	—	$	168,201
Fair value of expected net cash flows from servicing, net		107,446		—		—		107,446
Servicing fees		—		232,027		—		232,027
Property sales broker fees		38,831		—		—		38,831
Investment management fees		—		44,844		—		44,844
Net warehouse interest income (expense)		(7,006)		3,450		—		(3,556)
Placement fees and other interest income		—		100,636		8,674		109,310
Other revenues		40,735		42,697		(431)		83,001
Total revenues	$	347,685	$	424,176	$	8,243	$	780,104
Expenses
Personnel	$	281,502	$	53,669	$	53,254	$	388,425
Amortization and depreciation		3,412		161,935		5,390		170,737
Provision (benefit) for credit losses		—		(11,088)		—		(11,088)
Interest expense on corporate debt		13,870		31,385		4,623		49,878
Goodwill impairment		14,000		—		—		14,000
Fair value adjustments to contingent consideration liabilities		(14,000)		—		—		(14,000)
Other operating expenses		15,037		16,465		51,820		83,322
Total expenses	$	313,821	$	252,366	$	115,087	$	681,274
Income (loss) from operations	$	33,864	$	171,810	$	(106,844)	$	98,830
Income tax expense (benefit)		8,462		42,931		(26,698)		24,695
Net income (loss) before noncontrolling interests	$	25,402	$	128,879	$	(80,146)	$	74,135
Less: net income (loss) from noncontrolling interests		1,741		(3,364)		—		(1,623)
Walker & Dunlop net income (loss)	$	23,661	$	132,243	$	(80,146)	$	75,758
Total assets	$	1,424,270	$	2,361,245	$	492,336	$	4,277,851

XML

VARIABLE INTEREST ENTITIES (Tables)

9 Months Ended

Sep. 30, 2024

Consolidated VIEs

Schedule of the carrying value and classification of assets and liabilities of VIEs

Consolidated VIEs (in thousands)		September 30, 2024		December 31, 2023
Assets:
Cash and cash equivalents	$	630	$	2,841
Restricted cash		4,163		2,811
Receivables, net		27,707		28,256
Other Assets		48,246		47,249
Total assets of consolidated VIEs	$	80,746	$	81,157
Liabilities:
Other liabilities	$	57,578	$	53,526
Total liabilities of consolidated VIEs	$	57,578	$	53,526

Nonconsolidated VIEs

Schedule of the carrying value and classification of assets and liabilities of VIEs

Nonconsolidated VIEs (in thousands)		September 30, 2024		December 31, 2023
Assets
Committed investments in tax credit equity	$	333,713	$	154,028
Other assets: Equity-method investments		62,365		60,195
Total interests in nonconsolidated VIEs	$	396,078	$	214,223
Liabilities
Commitments to fund investments in tax credit equity	$	289,250	$	140,259
Total commitments to fund nonconsolidated VIEs	$	289,250	$	140,259
Maximum exposure to losses(1)(2)	$	396,078	$	214,223

(1) Maximum exposure determined as “Total interests in nonconsolidated VIEs.” The maximum exposure for the Company’s investments in tax credit equity is limited to the carrying value of its investment, as there are no funding obligations or other commitments related to the nonconsolidated VIEs other than the amounts presented in the table above.

(2) Based on historical experience and the underlying expected cash flows from the underlying investment, the maximum exposure of loss is not representative of the actual loss, if any, that the Company may incur.

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Provision for Credit Losses (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Components of Provision for Credit Losses
Provision (benefit) for loan losses		$ (134)	$ (16)	$ 4
Provision (benefit) for risk-sharing obligations	$ (150)	555	(1,274)	(11,092)
Provision (benefit) for other credit losses	3,000		7,600
Provision (benefit) for credit losses	$ 2,850	$ 421	$ 6,310	$ (11,088)

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Loans Held-for-Investment, Net and Agency Loan Repurchases (Detail) $ in Thousands	1 Months Ended		3 Months Ended			9 Months Ended		12 Months Ended
	Nov. 07, 2024 USD ($) loan	Mar. 31, 2024 USD ($)	Sep. 30, 2024 USD ($) loan	Mar. 31, 2024 USD ($) loan	Sep. 30, 2023 USD ($) loan	Sep. 30, 2024 USD ($) loan	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) loan
Loans Held-for-Investment, Net
Unpaid principal balance of loans held for investment			$ 38,000			$ 38,000		$ 40,100
Number of delinquent loans | loan			0			0		0
Number of loans on nonaccrual status | loan			0			0		0
Amortized cost of loans held for investment, current			$ 38,000			$ 38,000		$ 40,100
Agency loan repurchases
Provision for estimated indemnification loss on agency loan to be repurchased			2,850		$ 421	$ 6,310	$ (11,088)
Maximum
Loans Held-for-Investment, Net
Loan term (in years)						3 years		3 years
Fannie Mae DUS program
Loans Held-for-Investment, Net
Financing receivable allowance for credit loss			$ 2,000			$ 2,000
Agency loan repurchases
Unpaid principal balance of loans repurchased from agency program		$ 17,900		$ 17,900
Payments to repurchase agency loans				$ 13,500				$ 4,400
Number of agency loans requested to be repurchased | loan	2
Number of agency loans classified as defaulted | loan					2
Unpaid principal balance of loans expected to be repurchased from agency program	$ 25,600
Freddie Mac
Agency loan repurchases
Number of agency loans requested to be repurchased | loan				2
Freddie Mac Loan One
Agency loan repurchases
Unpaid principal balance of loans repurchased from agency program		$ 11,400		$ 11,400
Extended period of time for the repurchase of the agency loan		6 months	6 months
Freddie Mac Loan Two
Agency loan repurchases
Unpaid principal balance of loans repurchased from agency program		$ 34,800		$ 34,800
Extended period of time for the repurchase of the agency loan		12 months
Freddie Mac Loan Two | Other Liabilities
Agency loan repurchases
Fair value of indemnification on agency loan to be repurchased			$ 7,600			$ 7,600

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Cash Flows (Detail) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents
Cash and cash equivalents	$ 179,759	$ 328,698	$ 236,321	$ 225,949
Restricted cash	39,827	21,422	17,768	17,676
Total cash, cash equivalents, restricted cash, and restricted cash equivalents	266,640	391,403	300,647	258,283
Total pledged cash and cash equivalents
Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents
Pledged cash and cash equivalents (NOTE 9)	$ 47,054	$ 41,283	$ 46,558	$ 14,658

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Income Taxes (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Excess tax benefits recognized	$ 0.7	$ 0.7	$ 1.7	$ 2.2

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Net Warehouse Interest Income (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Warehouse interest income	$ 10,648	$ 11,912	$ 24,784	$ 34,015
Warehouse interest expense	(12,795)	(13,943)	(29,631)	(37,571)
Net warehouse interest income (expense)	(2,147)	(2,031)	(4,847)	(3,556)
Co-broker fees	$ 2,000	$ 2,500	$ 6,600	$ 9,300

XML

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Contracts with Customers and Asset Management Fees (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Contracts with Customers
Revenue from contracts with customer	$ 64,390	$ 61,621	$ 185,220	$ 191,259
Revenue from Contract with Customer, Product and Service [Extensible Enumeration]	Revenues	Revenues	Revenues	Revenues
Loan origination and debt brokerage fees, net
Contracts with Customers
Revenue from contracts with customer	$ 21,310	$ 16,259	$ 64,718	$ 50,982
Revenue from Contract with Customer, Product and Service [Extensible Enumeration]	Revenues	Revenues	Revenues	Revenues
Property sales broker fees
Contracts with Customers
Revenue from contracts with customer	$ 19,322	$ 16,862	$ 39,408	$ 38,831
Revenue from Contract with Customer, Product and Service [Extensible Enumeration]	Revenues	Revenues	Revenues	Revenues
Investment management fees
Contracts with Customers
Revenue from contracts with customer	$ 11,744	$ 13,362	$ 40,086	$ 44,844
Revenue from Contract with Customer, Product and Service [Extensible Enumeration]	Revenues	Revenues	Revenues	Revenues
Application fees, appraisal revenues, subscription revenues, syndication fees, and other revenues
Contracts with Customers
Revenue from contracts with customer	$ 12,014	$ 15,138	$ 41,008	$ 56,602
Revenue from Contract with Customer, Product and Service [Extensible Enumeration]	Revenues	Revenues	Revenues	Revenues

XML

MORTGAGE SERVICING RIGHTS - Fair Value Disclosures (Detail) - MSRs - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Servicing
Fair value of the MSRs	$ 1,400.0	$ 1,400.0
Sensitivity Analysis of Fair Value, example 1, impact of percent adverse change in discount rate, percent	1.00%
Decrease in fair value as a result of 100 basis point increase in discount rate	$ 43.1
Sensitivity Analysis of Fair Value, example 2, impact of percent adverse change in discount rate, percent	2.00%
Decrease in fair value as a result of 200 basis point increase in discount rate	$ 83.2

XML

MORTGAGE SERVICING RIGHTS - Schedule of Activity Related to MSRs (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Mortgage Servicing Rights
Beginning balance			$ 907,415
Ending balance	$ 836,896		836,896
MSRs
Mortgage Servicing Rights
Beginning balance	850,831	$ 932,131	907,415	$ 975,226
Additions, following sale of loan	39,806	42,495	87,388	104,644
Amortization	(50,871)	(50,276)	(151,897)	(149,185)
Pre-payments and write-offs	(2,870)	(2,604)	(6,010)	(8,939)
Ending balance	$ 836,896	$ 921,746	$ 836,896	$ 921,746

XML

MORTGAGE SERVICING RIGHTS - Summary of Components of Net Carrying Value of Acquired and Originated MSRs (Detail) - MSRs - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Mortgage Servicing Rights Acquired and Originated
Gross value	$ 1,771,026	$ 1,733,844
Accumulated amortization	(934,130)	(826,429)
Net carrying value	$ 836,896	$ 907,415

XML

MORTGAGE SERVICING RIGHTS - Schedule of Expected Amortization of MSRs (Detail) - MSRs - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Future amortization
Three Months Ending December 31, 2024	$ 49,924
2025	184,542
2026	159,434
2027	137,779
2028	108,028
2029	80,845
Thereafter	116,344
Net carrying value	$ 836,896	$ 907,415

XML

ALLOWANCE FOR RISK-SHARING OBLIGATIONS AND GUARANTY OBLIGATION - Summary of Allowance for Risk-Sharing Obligations (Detail) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)	Sep. 30, 2024 USD ($) loan	Sep. 30, 2023 USD ($)	Dec. 31, 2023 USD ($) loan
Allowance for Risk-Sharing Contracts
Beginning balance	$ 30,477	$ 32,410	$ 31,601	$ 44,057	$ 44,057
Provision (benefit) for risk-sharing obligations	(150)	555	(1,274)	(11,092)
Write-offs	(468)	(2,008)	(468)	(2,008)
Ending balance	29,859	30,957	$ 29,859	30,957	$ 31,601
Number of defaulted loans | loan			7		3
Amount of specific reserves placed on defaulted at risk loans	6,500		$ 6,500		$ 2,800
Weighted average remaining life of the at risk servicing portfolio			5 years 9 months 18 days		6 years 4 months 24 days
Fannie Mae DUS program
Allowance for Risk-Sharing Contracts
Maximum quantifiable contingent liability associated with guarantees	$ 12,500,000	$ 11,800,000	$ 12,500,000	$ 11,800,000

XML

ALLOWANCE FOR RISK-SHARING OBLIGATIONS AND GUARANTY OBLIGATION - CECL Provision Impact (Details) $ in Millions	3 Months Ended						9 Months Ended
	Sep. 30, 2024 USD ($)	Jun. 30, 2024 USD ($)	Mar. 31, 2024 USD ($)	Sep. 30, 2023 USD ($)	Jun. 30, 2023 USD ($)	Mar. 31, 2023 USD ($)	Sep. 30, 2024 USD ($)	Sep. 30, 2023 USD ($)
ALLOWANCE FOR RISK-SHARING OBLIGATIONS
Forecast-period loss rate	0.021	0.023	0.023	0.023	0.023	0.023
Reversion-period loss rate	0.012	0.013	0.013	0.015	0.015	0.015
Historical loss rate	0.003	0.003	0.003	0.006	0.006	0.006
At-risk Fannie Mae servicing portfolio UPB	$ 60,600.0	$ 59,500.0	$ 59,200.0	$ 57,400.0	$ 55,700.0	$ 54,500.0
CECL allowance	23.4	24.9	25.0	31.0	28.9	28.7
Provision (benefit) for CECL allowance	$ (1.5)	$ (0.1)	$ (1.5)	$ 0.5	$ 0.2	$ (11.0)	$ (3.1)	$ (10.3)

XML

SERVICING - (Detail) - Loans serviced - USD ($) $ in Billions	Sep. 30, 2024	Dec. 31, 2023
Servicing
Servicing portfolio loans unpaid principal balance	$ 134.1	$ 130.5
Custodial deposit accounts	$ 3.1	$ 2.7

XML

DEBT - Warehouse Facilities (Detail) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Warehouse notes payable
Outstanding Balance	$ 1,019,850	$ 596,178
Loans Held for Sale | Agency Warehouse Facility
Warehouse notes payable
Committed Amount	1,650,000
Uncommitted Amount	3,650,000
Total Facility Capacity	5,300,000
Outstanding Balance	1,008,534
National Banks | Loans Held for Sale | Agency Warehouse Facility
Warehouse notes payable
Committed Amount	1,650,000
Uncommitted Amount	2,150,000
Total Facility Capacity	3,800,000
Outstanding Balance	951,553
National Banks | Loans Held for Sale | Agency Warehouse Facility #1 | Agency Warehouse Facility
Warehouse notes payable
Committed Amount	325,000
Uncommitted Amount	250,000
Total Facility Capacity	575,000
Outstanding Balance	$ 161,956
Percentage added to reference rate	1.30%
Maturity date	Aug. 27, 2025
National Banks | Loans Held for Sale | Agency Warehouse Facility #2 | Agency Warehouse Facility
Warehouse notes payable
Committed Amount	$ 700,000
Uncommitted Amount	300,000
Total Facility Capacity	1,000,000
Outstanding Balance	$ 215,752
Percentage added to reference rate	1.30%
Maturity date	Apr. 11, 2025
National Banks | Loans Held for Sale | Agency Warehouse Facility #3 | Agency Warehouse Facility
Warehouse notes payable
Committed Amount	$ 425,000	600,000
Uncommitted Amount	425,000	$ 265,000
Total Facility Capacity	850,000
Outstanding Balance	$ 214,877
Percentage added to reference rate	1.30%	1.35%
Debt instrument, Variable interest rate, Type	us-gaap:SecuredOvernightFinancingRateSofrMember	us-gaap:SecuredOvernightFinancingRateSofrMember
Maturity date	May 15, 2025
National Banks | Loans Held for Sale | Agency Warehouse Facility #4 | Agency Warehouse Facility
Warehouse notes payable
Committed Amount	$ 150,000	$ 200,000
Uncommitted Amount	225,000
Total Facility Capacity	375,000
Outstanding Balance	$ 89,593
Maturity date	Jun. 22, 2025
National Banks | Loans Held for Sale | Agency Warehouse Facility #4 | Agency Warehouse Facility | Minimum
Warehouse notes payable
Percentage added to reference rate	1.30%
National Banks | Loans Held for Sale | Agency Warehouse Facility #4 | Agency Warehouse Facility | Maximum
Warehouse notes payable
Percentage added to reference rate	1.35%
National Banks | Loans Held for Sale | Agency Warehouse Facility #5 | Agency Warehouse Facility
Warehouse notes payable
Committed Amount	$ 50,000
Uncommitted Amount	950,000	$ 1,000,000
Total Facility Capacity	1,000,000
Outstanding Balance	$ 269,375
Percentage added to reference rate	1.45%
Maturity date	Sep. 11, 2025
National Banks | Loans Held for Investment | Interim Warehouse Facility
Warehouse notes payable
Total Facility Capacity	$ 119,800
Outstanding Balance	$ 11,700
National Banks | Loans Held for Investment | Interim Warehouse Facility | Minimum
Warehouse notes payable
Percentage added to reference rate	2.50%
Debt instrument, Variable interest rate, Type	us-gaap:SecuredOvernightFinancingRateSofrMember
National Banks | Loans Held for Investment | Interim Warehouse Facility | Maximum
Warehouse notes payable
Percentage added to reference rate	3.11%
Debt instrument, Variable interest rate, Type	us-gaap:SecuredOvernightFinancingRateSofrMember
Fannie Mae | Loans Held for Sale | Fannie Mae Repurchase Agreement, Uncommitted Line and Open Maturity | Agency Warehouse Facility
Warehouse notes payable
Uncommitted Amount	$ 1,500,000
Total Facility Capacity	1,500,000
Outstanding Balance	$ 56,981

XML

DEBT - Notes Payable (Detail) - Credit Agreement - USD ($) $ in Millions	1 Months Ended	3 Months Ended	9 Months Ended
	Jan. 31, 2023	Jun. 30, 2024	Sep. 30, 2024
Term Debt
Debt
Unpaid principal balance			$ 780.5
Maturity date			Dec. 16, 2028
Term Loan
Debt
Loan principal			$ 600.0
Incremental Term Loan
Debt
Loan principal	$ 200.0
Percentage added to reference rate	3.00%	2.25%
Debt instrument, Variable interest rate, Type	us-gaap:SecuredOvernightFinancingRateSofrMember	us-gaap:SecuredOvernightFinancingRateSofrMember

XML

GOODWILL AND OTHER INTANGIBLE ASSETS - Schedule of Goodwill (Detail) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Gross Goodwill
Beginning balance		$ 963,710	$ 959,712
Additions from acquisitions		0	0
Measurement-period adjustments		0	3,998
Ending gross goodwill balance	$ 963,710	963,710	963,710
Accumulated Goodwill Impairment
Beginning balance		62,000
Impairment	14,000	0	14,000
Ending accumulated goodwill impairment	14,000	62,000	14,000
Goodwill	949,710	901,710	949,710	$ 901,710
Capital Markets
Gross Goodwill
Beginning balance		524,189	520,191
Additions from acquisitions		0	0
Measurement-period adjustments		0	3,998
Ending gross goodwill balance	524,189	524,189	524,189
Accumulated Goodwill Impairment
Beginning balance		62,000
Impairment		0	14,000
Ending accumulated goodwill impairment	14,000	62,000	14,000
Goodwill	510,189	462,189	510,189
Servicing and Asset Management
Gross Goodwill
Beginning balance		439,521	439,521
Additions from acquisitions		0	0
Measurement-period adjustments		0	0
Ending gross goodwill balance	439,521	439,521	439,521
Accumulated Goodwill Impairment
Impairment		0	0
Goodwill	439,521	439,521	439,521
Corporate
Accumulated Goodwill Impairment
Goodwill	$ 0	$ 0	$ 0	$ 0	$ 0

XML

GOODWILL AND OTHER INTANGIBLE ASSETS - Other Intangible Assets (Details) - Other intangible assets - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Dec. 31, 2023
Other intangible assets
Beginning Balance	$ 181,975	$ 198,643
Amortization	(11,262)	(12,716)
Finite-Lived Intangible Assets, Net	170,713	185,927	$ 181,975
Components of other intangible assets
Gross value	220,682		220,682
Accumulated amortization	(49,969)		(38,707)
Net carrying value	$ 170,713	$ 185,927	$ 181,975

XML

GOODWILL AND OTHER INTANGIBLE ASSETS - Schedule of Expected Amortization of Other Intangible Assets (Details) - Other intangible assets - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
Future amortization
Three Months Ending December 31, 2024	$ 4,101
2025	16,404
2026	16,404
2027	16,404
2028	16,404
2029	16,340
Thereafter	84,656
Net carrying value	$ 170,713	$ 181,975	$ 185,927	$ 198,643

XML

GOODWILL AND OTHER INTANGIBLE ASSETS - Contingent Consideration Liabilities (Detail) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Contingent consideration liabilities
Accretion	$ 1,496	$ 927
Fair value adjustments	(1,366)	(14,000)
Payments	$ (34,317)	(26,090)
Maximum
Contingent consideration liabilities
Contingent consideration liability earnout period	5 years
Other Liabilities
Contingent consideration liabilities
Beginning balance	$ 113,546	200,346
Ending balance	$ 79,359	$ 161,183

XML

FAIR VALUE MEASUREMENTS - Summary of Financial Assets and Financial Liabilities Measured at Fair Value on a Recurring Basis (Detail) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Assets
Loans held for sale	$ 1,024,984	$ 594,998
Pledged securities	203,945	184,081
Derivative assets	33,699	31,451
Liabilities
Derivative liabilities	4,026	28,247
Recurring Basis
Assets
Loans held for sale	1,024,984	594,998
Pledged securities	203,945	184,081
Derivative assets	33,699	31,451
Total financial assets	1,262,628	810,530
Liabilities
Derivative liabilities	4,026	28,247
Contingent consideration liabilities	79,359	113,546
Total financial liabilities	83,385	141,793
Level 1 | Recurring Basis
Assets
Pledged securities	47,054	41,283
Total financial assets	47,054	41,283
Level 2 | Recurring Basis
Assets
Loans held for sale	1,024,984	594,998
Pledged securities	156,891	142,798
Total financial assets	1,181,875	737,796
Level 3 | Recurring Basis
Assets
Derivative assets	33,699	31,451
Total financial assets	33,699	31,451
Liabilities
Derivative liabilities	4,026	28,247
Contingent consideration liabilities	79,359	113,546
Total financial liabilities	$ 83,385	$ 141,793

XML

FAIR VALUE MEASUREMENTS - Additional Information (Detail) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023
Fair Value Measurements
Amount of transfers between any of the levels within the fair value hierarchy	$ 0	$ 0
Maximum
Fair Value Measurements
Contract term	60 days

XML

FAIR VALUE MEASUREMENTS - Schedule of Roll Forward of Derivative Instruments (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2024	Sep. 30, 2023	Sep. 30, 2024	Sep. 30, 2023
Derivative assets and liabilities, net
Beginning balance	$ 21,272	$ 20,241	$ 3,204	$ 15,560
Settlements	(108,571)	(80,213)	(253,824)	(259,655)
Realized gains (losses) recorded in earnings	87,299	59,972	250,620	244,095
Unrealized gains (losses) recorded in earnings	29,673	31,552	29,673	31,552
Ending balance	$ 29,673	$ 31,552	$ 29,673	$ 31,552

XML

FAIR VALUE MEASUREMENTS - Schedule of Significant Unobservable Inputs Used in the Measurement of the Fair Value of Level 3 Assets and Liabilities (Detail) $ in Thousands	Sep. 30, 2024 USD ($)	Dec. 31, 2023 USD ($)
Fair Value Measurements
Derivative assets	$ 33,699	$ 31,451
Derivative liabilities	4,026	28,247
Recurring Basis
Fair Value Measurements
Derivative assets	33,699	31,451
Derivative liabilities	4,026	28,247
Contingent consideration liabilities	79,359	113,546
Recurring Basis | Level 3
Fair Value Measurements
Derivative assets	33,699	31,451
Derivative liabilities	4,026	28,247
Contingent consideration liabilities	79,359	$ 113,546
Recurring Basis | Level 3 | Derivative Liabilities | Discounted Cash Flows
Fair Value Measurements
Derivative liabilities	4,026
Recurring Basis | Level 3 | Contingent Consideration Liabilities | Monte Carlo Simulation
Fair Value Measurements
Contingent consideration liabilities	$ 79,359
Recurring Basis | Level 3 | Contingent Consideration Liabilities | Monte Carlo Simulation | Probability of earnout achievement | Minimum
Fair Value Measurements
Contingent consideration liabilities, Measurement input	0
Recurring Basis | Level 3 | Contingent Consideration Liabilities | Monte Carlo Simulation | Probability of earnout achievement | Maximum
Fair Value Measurements
Contingent consideration liabilities, Measurement input	1
Recurring Basis | Level 3 | Contingent Consideration Liabilities | Monte Carlo Simulation | Probability of earnout achievement | Weighted Average
Fair Value Measurements
Contingent consideration liabilities, Measurement input	0.47
Recurring Basis | Level 3 | Derivative Assets | Discounted Cash Flows
Fair Value Measurements
Derivative assets	$ 33,699

XML

FAIR VALUE MEASUREMENTS - Schedule of Carrying Amounts and the Fair Values of the Company's Financial Instruments (Detail) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
Financial assets:
Cash and cash equivalents	$ 179,759	$ 328,698	$ 236,321	$ 225,949
Restricted cash	39,827	21,422	$ 17,768	$ 17,676
Pledged securities	203,945	184,081
Loans held for sale	1,024,984	594,998
Derivative assets	33,699	31,451
Financial liabilities:
Derivative liabilities	4,026	28,247
Warehouse notes payable	1,019,850	596,178
Notes payable	769,376	773,358
Carrying Amount
Financial assets:
Cash and cash equivalents	179,759	328,698
Restricted cash	39,827	21,422
Pledged securities	203,945	184,081
Loans held for sale	1,024,984	594,998
Loans held for investment, net	52,767	40,056
Derivative assets	33,699	31,451
Total financial assets	1,534,981	1,200,706
Financial liabilities:
Derivative liabilities	4,026	28,247
Contingent consideration liabilities	79,359	113,546
Warehouse notes payable	1,019,850	596,178
Notes payable	769,376	773,358
Total financial liabilities	1,872,611	1,511,329
Fair Value
Financial assets:
Cash and cash equivalents	179,759	328,698
Restricted cash	39,827	21,422
Pledged securities	203,945	184,081
Loans held for sale	1,024,984	594,998
Loans held for investment, net	52,767	40,139
Derivative assets	33,699	31,451
Total financial assets	1,534,981	1,200,789
Financial liabilities:
Derivative liabilities	4,026	28,247
Contingent consideration liabilities	79,359	113,546
Warehouse notes payable	1,020,236	596,428
Notes payable	780,487	786,500
Total financial liabilities	$ 1,884,108	$ 1,524,721

XML

FAIR VALUE MEASUREMENTS - General information (Detail)	9 Months Ended
	Sep. 30, 2024
Other information
Period of originated loans within which they are transferred or sold	60 days
Money Market Funds | Maximum
Other information
Maximum term of maturity of pledged securities	90 days

XML

FAIR VALUE MEASUREMENTS - Schedule of Fair Value of Derivative Instruments and Loans Held for Sale (Detail) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2024	Dec. 31, 2023
Derivative notional amount and balance sheet location
Estimated Gain on Sale	$ 40,545	$ 25,864
Total Fair Value Adjustment	40,545	25,864
Derivative assets	33,699	31,451
Derivative Liabilities	(4,026)	(28,247)
Fair Value Adjustment to Loans Held for Sale	10,872	22,660
Rate Lock Commitments
Derivative notional amount and balance sheet location
Notional Amount	755,874	463,626
Estimated Gain on Sale	31,219	15,908
Interest Rate Movement	(3,865)	11,492
Total Fair Value Adjustment	27,354	27,400
Derivative assets	27,354	27,400
Forward Sale Contracts
Derivative notional amount and balance sheet location
Notional Amount	1,769,986	1,035,964
Interest Rate Movement	2,319	(24,196)
Total Fair Value Adjustment	2,319	(24,196)
Derivative assets	6,345	4,051
Derivative Liabilities	(4,026)	(28,247)
Loans Held for Sale
Derivative notional amount and balance sheet location
Principal Amount	1,014,112	572,338
Estimated Gain on Sale	9,326	9,956
Interest Rate Movement	1,546	12,704
Total Fair Value Adjustment	10,872	22,660
Fair Value Adjustment to Loans Held for Sale	$ 10,872	$ 22,660

XML

FANNIE MAE COMMITMENTS AND PLEDGED SECURITIES - Commitments (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2024 USD ($)
Fannie Mae, Freddie Mac, HUD and Ginnie Mae
LITIGATION, COMMITMENTS, AND CONTINGENCIES
Operational liquidity	$ 155.7
DUS Risk-Sharing Obligations | Fannie Mae
LITIGATION, COMMITMENTS, AND CONTINGENCIES
Period of funding for collateral requirement	48 months
Amount of additional capital required to be funded over the next 48 months	$ 71.1
Net worth	936.7
Minimum liquid assets to be maintained to meet operational liquidity requirements	63.4
DUS Risk-Sharing Obligations | Fannie Mae | Minimum
LITIGATION, COMMITMENTS, AND CONTINGENCIES
Net worth requirement	$ 318.6
DUS Risk-Sharing Obligations | Fannie Mae | New Tier 2 loans
LITIGATION, COMMITMENTS, AND CONTINGENCIES
Collateral requirements percentage	0.75%
Period of funding for collateral requirement	48 months
DUS Risk-Sharing Obligations | Fannie Mae | New Tier 2 loans | Money Market Funds
LITIGATION, COMMITMENTS, AND CONTINGENCIES
Restricted liquidity collateral reduction percentage	5.00%
DUS Risk-Sharing Obligations | Fannie Mae | New Tier 2 loans | Agency MBS
LITIGATION, COMMITMENTS, AND CONTINGENCIES
Restricted liquidity collateral reduction percentage	4.00%

XML

FANNIE MAE COMMITMENTS AND PLEDGED SECURITIES - Pledged Securities at Fair Value (Detail) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
Pledged securities
Pledged securities	$ 203,945	$ 184,081
Pledged Securities - Fannie Mae DUS Program
Pledged securities
Fair value of pledged securities in a continuous unrealized loss position for more than 12 months	77,700
Amortized cost of pledged securities in a continuous unrealized loss position for more than 12 months	78,800
Net unrealized loss of pledged securities in a continuous unrealized loss position for more than 12 months	1,100
Total pledged cash and cash equivalents
Pledged securities
Pledged securities	47,054	41,283	$ 46,558	$ 14,658
Restricted Cash - Pledged
Pledged securities
Pledged securities	10,708	2,727	10,523	5,788
Money Market Funds
Pledged securities
Pledged securities	36,346	38,556	36,035	8,870
Agency MBS
Pledged securities
Pledged securities	156,891	142,798	130,951	142,624
Asset Pledged as Collateral with Right | Pledged Securities - Fannie Mae DUS Program
Pledged securities
Pledged securities	$ 203,945	$ 184,081	$ 177,509	$ 157,282

XML

FANNIE MAE COMMITMENTS AND PLEDGED SECURITIES - Agency Multifamily Mortgage Based Securities Pledged Securities (Detail) - Agency MBS - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023
Investments in Agency debt securities
Fair Value	$ 156,891	$ 142,798
Amortized Cost	155,504	143,862
Total gains for securities with net gains in AOCI	2,557	1,036
Total losses for securities with net losses in AOCI	(1,170)	(2,100)
Fair value of securities with unrealized losses	97,834	103,003
Maturities - Fair Value
Within one year	228
After one year through five years	70,035
After five years through ten years	69,219
After ten years	17,409
Total	156,891	142,798
Maturities - Amortized Cost
Within one year	228
After one year through five years	69,994
After five years through ten years	68,332
After ten years	16,950
Total	$ 155,504	$ 143,862

XML

EARNINGS PER SHARE AND STOCKHOLDERS EQUITY - Basic and Diluted EPS (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024	Jun. 30, 2024	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Sep. 30, 2024	Sep. 30, 2023
Calculation of basic EPS
Net Income (Loss)	$ 28,802	$ 22,663	$ 11,866	$ 21,458	$ 27,635	$ 26,665	$ 63,331	$ 75,758
Less: dividends and undistributed earnings allocated to participating securities	626			534			1,449	1,942
Net income applicable to common stockholders	$ 28,176			$ 20,924			$ 61,882	$ 73,816
Basic weighted-average shares outstanding	33,169			32,737			33,090	32,654
Basic EPS	$ 0.85			$ 0.64			$ 1.87	$ 2.26
Calculation of diluted EPS
Add: reallocation of dividends and undistributed earnings based on assumed conversion								$ 2
Net income allocated to common stockholders	$ 28,176			$ 20,924			$ 61,882	$ 73,818
Add: weighted-average diluted non-participating securities	34			158			45	199
Weighted average diluted shares outstanding	33,203			32,895			33,135	32,853
Diluted EPS	$ 0.85			$ 0.64			$ 1.87	$ 2.25
Shares outstanding excluded from computation of earnings per share	78			169			81	343

XML

EARNINGS PER SHARE AND STOCKHOLDERS' EQUITY - Restricted Stock Awards and Share Repurchases (Detail) $ / shares in Units, $ in Thousands		1 Months Ended		3 Months Ended						9 Months Ended
	Nov. 06, 2024 $ / shares	Nov. 07, 2024 USD ($)	Feb. 29, 2024 USD ($)	Sep. 30, 2024 USD ($) $ / shares	Jun. 30, 2024 USD ($) payment $ / shares	Mar. 31, 2024 USD ($) $ / shares	Sep. 30, 2023 USD ($) $ / shares	Jun. 30, 2023 USD ($) $ / shares	Mar. 31, 2023 USD ($) $ / shares	Sep. 30, 2024 USD ($) shares	Sep. 30, 2023 USD ($)
Repurchases of common stock
Reduction of equity for retirement of repurchased shares				$ 1,414	$ 809	$ 9,789	$ 871	$ 662	$ 17,395
Dividends
Cash dividends paid per common share | $ / shares				$ 0.65	$ 0.65	$ 0.65	$ 0.63	$ 0.63	$ 0.63
Noncontrolling interest
Total cash consideration to acquire noncontrolling interest		$ 11,900			$ 7,000
Cash paid for purchase of noncontrolling interest at closing					4,000
Quarterly cash payment due on purchase of noncontrolling interest					$ 1,000
Number of quarterly payments due on purchase of noncontrolling interest | payment					3
Increase (decrease) to APIC on purchase of noncontrolling interest		$ 9,800			$ (25,700)
Dividends Q4 2024
Dividends
Cash dividends declared per common share | $ / shares	$ 0.65
Dividend - Date Declared	Nov. 06, 2024
Dividend - Date to be paid	Dec. 06, 2024
Dividend - Date of record	Nov. 22, 2024
Common shares
Non-cash transactions
Issuance of common stock to settle compensation liabilities										$ 4,400	$ 3,000
Share Repurchase Program 2024
Repurchases of common stock
Shares repurchased during the period | shares										0
Share repurchase program, period for repurchases			12 months
Authorized share repurchase capacity remaining				$ 75,000						$ 75,000
Share Repurchase Program 2024 | Maximum
Repurchases of common stock
Repurchase authorization			$ 75,000

XML

SEGMENTS (Details) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2024 USD ($) segment	Jun. 30, 2024 USD ($)	Mar. 31, 2024 USD ($)	Sep. 30, 2023 USD ($) segment	Jun. 30, 2023 USD ($)	Mar. 31, 2023 USD ($)	Sep. 30, 2024 USD ($) segment	Sep. 30, 2023 USD ($) segment	Dec. 31, 2023 USD ($)
Segments
Number of reportable segments | segment	3			3			3	3
Revenues
Total revenues	$ 292,304			$ 268,743			$ 791,039	$ 780,104
Expenses
Personnel	145,538			136,507			390,068	388,425
Amortization and depreciation	57,561			57,479			169,495	170,737
Provision (benefit) for credit losses	2,850			421			6,310	(11,088)
Interest expense on corporate debt	18,232			17,594			53,765	49,878
Goodwill impairment				14,000			0	14,000
Fair value adjustments to contingent consideration liabilities	(1,366)			(14,000)			(1,366)	(14,000)
Other operating expenses	31,984			28,529			93,386	83,322
Total expenses	254,799			240,530			711,658	681,274
Income (loss) from operations	37,505			28,213			79,381	98,830
Income tax expense (benefit)	8,822			7,069			19,588	24,695
Net income (loss) before noncontrolling interests	28,683			21,144			59,793	74,135
Net income (loss) from noncontrolling interests	(119)	$ (2,368)	$ (1,051)	(314)	$ (2,114)	$ 805	(3,538)	(1,623)
Walker & Dunlop net income (loss)	28,802	$ 22,663	$ 11,866	21,458	$ 27,635	$ 26,665	63,331	75,758
Total assets	4,579,231			4,277,851			4,579,231	4,277,851	$ 4,052,347
Loan origination and debt brokerage fees, net
Revenues
Total revenues	73,546			56,149			182,620	168,201
Fair value of expected net cash flows from servicing, net
Revenues
Total revenues	43,426			35,375			97,673	107,446
Servicing fees
Revenues
Total revenues	82,222			79,200			242,683	232,027
Property sales broker fees
Revenues
Total revenues	19,322			16,862			39,408	38,831
Investment management fees
Revenues
Total revenues	11,744			13,362			40,086	44,844
Net warehouse interest income (expense)
Revenues
Total revenues	(2,147)			(2,031)			(4,847)	(3,556)
Placement fees and other interest income
Revenues
Total revenues	43,557			43,000			123,999	109,310
Other revenue
Revenues
Total revenues	20,634			26,826			69,417	83,001
Capital Markets
Expenses
Goodwill impairment							0	14,000
Servicing and Asset Management
Expenses
Goodwill impairment							0	0
Operating Segments | Capital Markets
Revenues
Total revenues	143,712			117,696			343,779	347,685
Expenses
Personnel	104,987			97,973			276,655	281,502
Amortization and depreciation	1,137			1,137			3,412	3,412
Interest expense on corporate debt	4,888			4,874			15,038	13,870
Goodwill impairment				14,000				14,000
Fair value adjustments to contingent consideration liabilities	(1,366)			(14,000)			(1,366)	(14,000)
Other operating expenses	5,137			4,193			14,831	15,037
Total expenses	114,783			108,177			308,570	313,821
Income (loss) from operations	28,929			9,519			35,209	33,864
Income tax expense (benefit)	7,073			2,386			8,689	8,462
Net income (loss) before noncontrolling interests	21,856			7,133			26,520	25,402
Net income (loss) from noncontrolling interests	26			83			353	1,741
Walker & Dunlop net income (loss)	21,830			7,050			26,167	23,661
Total assets	1,711,722			1,424,270			1,711,722	1,424,270
Operating Segments | Capital Markets | Loan origination and debt brokerage fees, net
Revenues
Total revenues	72,723			56,149			180,264	167,679
Operating Segments | Capital Markets | Fair value of expected net cash flows from servicing, net
Revenues
Total revenues	43,426			35,375			97,673	107,446
Operating Segments | Capital Markets | Property sales broker fees
Revenues
Total revenues	19,322			16,862			39,408	38,831
Operating Segments | Capital Markets | Net warehouse interest income (expense)
Revenues
Total revenues	(2,798)			(2,565)			(6,322)	(7,006)
Operating Segments | Capital Markets | Other revenue
Revenues
Total revenues	11,039			11,875			32,756	40,735
Operating Segments | Servicing and Asset Management
Revenues
Total revenues	144,884			148,140			434,351	424,176
Expenses
Personnel	20,951			17,139			59,083	53,669
Amortization and depreciation	54,668			54,375			160,912	161,935
Provision (benefit) for credit losses	2,850			421			6,310	(11,088)
Interest expense on corporate debt	11,711			11,096			33,848	31,385
Other operating expenses	6,611			5,039			18,462	16,465
Total expenses	96,791			88,070			278,615	252,366
Income (loss) from operations	48,093			60,070			155,736	171,810
Income tax expense (benefit)	10,756			15,040			38,430	42,931
Net income (loss) before noncontrolling interests	37,337			45,030			117,306	128,879
Net income (loss) from noncontrolling interests	(145)			(397)			(3,891)	(3,364)
Walker & Dunlop net income (loss)	37,482			45,427			121,197	132,243
Total assets	2,495,600			2,361,245			2,495,600	2,361,245
Operating Segments | Servicing and Asset Management | Loan origination and debt brokerage fees, net
Revenues
Total revenues	823						2,356	522
Operating Segments | Servicing and Asset Management | Servicing fees
Revenues
Total revenues	82,222			79,200			242,683	232,027
Operating Segments | Servicing and Asset Management | Investment management fees
Revenues
Total revenues	11,744			13,362			40,086	44,844
Operating Segments | Servicing and Asset Management | Net warehouse interest income (expense)
Revenues
Total revenues	651			534			1,475	3,450
Operating Segments | Servicing and Asset Management | Placement fees and other interest income
Revenues
Total revenues	40,299			39,475			113,072	100,636
Operating Segments | Servicing and Asset Management | Other revenue
Revenues
Total revenues	9,145			15,569			34,679	42,697
Operating Segments | Corporate
Revenues
Total revenues	3,708			2,907			12,909	8,243
Expenses
Personnel	19,600			21,395			54,330	53,254
Amortization and depreciation	1,756			1,967			5,171	5,390
Interest expense on corporate debt	1,633			1,624			4,879	4,623
Other operating expenses	20,236			19,297			60,093	51,820
Total expenses	43,225			44,283			124,473	115,087
Income (loss) from operations	(39,517)			(41,376)			(111,564)	(106,844)
Income tax expense (benefit)	(9,007)			(10,357)			(27,531)	(26,698)
Net income (loss) before noncontrolling interests	(30,510)			(31,019)			(84,033)	(80,146)
Walker & Dunlop net income (loss)	(30,510)			(31,019)			(84,033)	(80,146)
Total assets	371,909			492,336			371,909	492,336
Operating Segments | Corporate | Placement fees and other interest income
Revenues
Total revenues	3,258			3,525			10,927	8,674
Operating Segments | Corporate | Other revenue
Revenues
Total revenues	$ 450			$ (618)			$ 1,982	$ (431)

XML

VARIABLE INTEREST ENTITIES (Details) - USD ($) $ in Thousands	Sep. 30, 2024	Dec. 31, 2023	Sep. 30, 2023	Dec. 31, 2022
Assets
Cash and cash equivalents	$ 179,759	$ 328,698	$ 236,321	$ 225,949
Restricted cash	39,827	21,422	17,768	$ 17,676
Receivables, net	307,407	233,563
Committed investments in tax credit equity	333,713	154,028
Other assets	580,277	544,457
Total assets	4,579,231	4,052,347	$ 4,277,851
Liabilities
Commitments to fund investments in tax credit equity	289,250	140,259
Other Liabilities	724,543	764,822
Total liabilities	2,832,878	2,306,218
Consolidated VIEs
Assets
Cash and cash equivalents	630	2,841
Restricted cash	4,163	2,811
Receivables, net	27,707	28,256
Other assets	48,246	47,249
Total assets	80,746	81,157
Liabilities
Other Liabilities	57,578	53,526
Total liabilities	57,578	53,526
Nonconsolidated VIEs
Assets
Committed investments in tax credit equity	333,713	154,028
Other assets	62,365	60,195
Total assets	396,078	214,223
Liabilities
Commitments to fund investments in tax credit equity	289,250	140,259
Total liabilities	289,250	140,259
Maximum exposure	$ 396,078	$ 214,223