Item 2.02 Results of Operations and Financial Condition.

On July 29,2021, Mr. Cooper Group Inc. (the "Company") issued a press release announcing its financial results for the second quarter ended June 30, 2021. A copy of the press release is attached as Exhibit 99.1 and will be published in the Investors section on the Company's website at www.mrcoopergroup.com. In connection with the release and the related conference call, the Company posted a presentation relating to its second quarter ended June 30,2021 financial results in the Investors section on the Company's website.

The press release and presentation include certain non-generally accepted accounting principles financial measures. Reconciliations to the most directly comparable generally accepted accounting principles financial measures are included in the press release and the presentation.

The information furnished pursuant to this Item 2.02 shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.




Item 8.01 Other Events.

On July 29, 2021, the Company announced that its Board of Directors authorized the repurchase of up to $500 million of its outstanding common stock. The new stock repurchase plan will go into effect upon the completion of the Company's current program which has a remaining capacity of approximately $4 million.

The repurchase program allows the Company to repurchase its common stock using open market stock purchases or privately negotiated transactions. The number of shares repurchased and the timing of repurchases will depend on a number of factors, including, but not limited to, share price, trading volume and general market conditions, along with working capital requirements, general business conditions and other factors. The stock repurchase program may be suspended, modified or discontinued at any time at the Company's discretion. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits

  Exhibit
  Number                                 Exhibit

    99.1       Press release of Mr. Cooper Group Inc., dated July 29, 2021

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