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Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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SCHEDULE 13D/A 0001193125-20-109815 0001696701 XXXXXXXX LIVE 4 Common Stock, $0.01 par value 08/08/2025 false 0001692376 92262D101 Velocity Financial, Inc. 2945 Townsgate Road Suite 110 Westlake Village CA 91361 Ian K. Snow (212) 508-3300 SPG GP, LLC 545 Madison Ave., 10th Floor New York NY 10022 Doug Warner, Esq. (212) 310-8000 Weil, Gotshal & Manges LLP 767 Fifth Avenue New York NY 10153 0001696701 SPG GP, LLC b OO DE 0 13353103 0 13353103 13353103 N 34.7 OO Rows 8, 10 and 11: Represents shares of Common Stock owned by Snow Phipps Group AIV, L.P. ("SPG AIV"), Snow Phipps Group (RPV), L.P. ("SPG RPV"), Snow Phipps Group (B), L.P. ("SPG B"), Snow Phipps Group AIV (Offshore), L.P. ("SPG AIV Offshore"), and SPG Co-Investment, L.P. ("SPG Co-Investment") in the aggregate (collectively, the "SPG Fund Entities"). SPG GP, LLC (the "General Partner") is the general partner of each of the SPG Fund Entities, and Ian K. Snow serves as the managing member of the General Partner. Row 13: Calculation of the percent is based on 38,438,579 shares of Common Stock outstanding as of July 31, 2025, as disclosed by the Issuer in its Form 10-Q filed on August 8, 2025, with the SEC (the "Outstanding Common Stock"). Y Ian K. Snow b OO X1 0 13353103 0 13353103 13353103 N 34.7 IN Rows 8, 10 and 11: Represents shares of Common Stock owned by the SPG Fund Entities in the aggregate. Ian K. Snow serves as the managing member of the General Partner for each of the SPG Fund Entities. Row 13: Calculation of the percent is based on the Outstanding Common Stock Y Snow Phipps Group AIV, L.P. b OO DE 0 12339174 0 12339174 12339174 N 32.1 PN Rows 8, 10 and 11: Represents shares of Common Stock owned by the Reporting Person. Row 13: Calculation of the percent is based on the Outstanding Common Stock. Y Snow Phipps Group (RPV), L.P. b OO DE 0 642654 0 642654 642654 N 1.7 PN Rows 8, 10 and 11: Represents shares of Common Stock owned by the Reporting Person. Row 13: Calculation of the percent is based on the Outstanding Common Stock. Y Snow Phipps Group (B), L.P. b OO DE 0 61719 0 61719 61719 N 0.2 PN Rows 8, 10 and 11: Represents shares of Common Stock owned by the Reporting Person. Row 13: Calculation of the percent is based on the Outstanding Common Stock. Y Snow Phipps Group AIV (Offshore), L.P. b OO E9 0 260705 0 260705 260705 N 0.7 PN Rows 8, 10 and 11: Represents shares of Common Stock owned by the Reporting Person. Row 13: Calculation of the percent is based on the Outstanding Common Stock. Y SPG Co-Investment, L.P. b OO DE 0 48851 0 48851 48851 N 0.1 PN Rows 8, 10 and 11: Represents shares of Common Stock owned by the Reporting Person. Row 13: Calculation of the percent is based on the Outstanding Common Stock. Common Stock, $0.01 par value Velocity Financial, Inc. 2945 Townsgate Road Suite 110 Westlake Village CA 91361 This Amendment No. 4 ("Amendment No. 4") is filed by the undersigned Reporting Persons and amends the statement on Schedule 13D filed initially with the Securities and Exchange Commission on April 17, 2020, as subsequently amended (as amended, "Schedule 13D"), with respect to the common stock, par value $0.01 per share (the "Common Stock"), of Velocity Financial, Inc. (the "Issuer"). Capitalized terms used herein and not otherwise defined in this Amendment No. 4 have the meanings set forth in the Schedule 13D. The Reporting Persons did not acquire or dispose of any shares of Common Stock. This Amendment No. 4 is filed solely to disclose a change from Amendment No. 3 in the percent of Common Stock beneficially owned by the Reporting Persons resulting solely from a change in the aggregate number of shares of Common Stock outstanding reported by the Issuer in its Form 10-Q filed on August 8, 2025, with the SEC. Item 5(a) of Schedule 13D is supplemented as follows: The responses of the Reporting Persons to Rows 11 and 13 (including any related Comment) on the cover pages of this Amendment No. 4, as of August 12, 2025, are incorporated herein by reference. As of August 12, 2025, the Reporting Persons beneficially owned 13,353,103 shares of Common Stock in the aggregate, which represents 34.7% of the shares of the Common Stock outstanding, calculated pursuant to Rule 13d-3 under the Exchange Act, based on 38,438,579 shares of Common Stock outstanding as of July 31, 2025, as disclosed by the Issuer in its Form 10-Q filed with the SEC on August 8, 2025. Item 5(b) of Schedule 13D is supplemented as follows: The responses of the Reporting Persons to Rows 7, 8, 9, and 10 (including any related Comment) on the cover pages of this Amendment No. 4, as of August 12, 2025, are incorporated herein by reference. Item 5(c) of Schedule 13D is supplemented as follows: None of the Reporting Persons, or, to the knowledge of the Reporting Persons, any other person named in Item 2 of the Schedule 13D, effected any transaction in the Common Stock during the past 60 days. SPG GP, LLC /s/ Alan Mantel Alan Mantel / Authorized Signatory 08/12/2025 Ian K. Snow /s/ Alan Mantel Alan Mantel / Authorized Signatory 08/12/2025 Snow Phipps Group AIV, L.P. /s/ Alan Mantel Alan Mantel / Authorized Signatory 08/12/2025 Snow Phipps Group (RPV), L.P. /s/ Alan Mantel Alan Mantel / Authorized Signatory 08/12/2025 Snow Phipps Group (B), L.P. /s/ Alan Mantel Alan Mantel / Authorized Signatory 08/12/2025 Snow Phipps Group AIV (Offshore), L.P. /s/ Alan Mantel Alan Mantel / Authorized Signatory 08/12/2025 SPG Co-Investment, L.P. /s/ Alan Mantel Alan Mantel / Authorized Signatory 08/12/2025