8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of theSecurities Exchange Act of 1934

Date of Report (Date of earliest eventreported): October 15, 2020

PennyMacFinancial Services, Inc.

(formerly known as New PennyMac FinancialServices, Inc.)

(Exact name of registrant as specified in its charter)

(818) 224-7442

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ¨

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. ¨

Item 5.02    Departure of Directors orCertain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d)  Election of Directors.  On October 15, 2020, the Board of Directors (the “Board”) of PennyMac Financial Services, Inc. (the “Company”) elected Lisa M. Shalett as a director. Ms. Shalett will serve until the Company’s next annual meeting of stockholders and until her successor is duly elected and qualified or until her earlier death, resignation or removal. Ms. Shalett will serve on the Audit Committee and the Nominating and Corporate Governance Committee of the Company’s Board.

In consideration for her services as a director of the Company, Ms. Shalett will be entitled to receive compensation on the same terms and in the same amounts as the other independent directors. Accordingly, Ms. Shalett will receive an annual base retainer of $80,000, as well as additional annual committee retainers of $10,000 for serving on the Audit Committee and $5,750 for serving on the Nominating and Corporate Governance Committee.  In connection with her election to the Board, Ms. Shalett will receive a one-time equity grant of $125,000 in restricted stock units under the Company’s equity incentive plan (with such amount to be prorated based on days of service on the Board during the annual equity award cycle) that vests in full on the first anniversary of the date of grant.

In connection with her election, Ms. Shalett will enter into an indemnification agreement with the Company in the same form that the Company has entered into with its other directors.  There are no other arrangements or understandings pursuant to which Ms. Shalett was elected as a director, and there are no related party transactions between the Company and Ms. Shalett.

Item 8.01    Other Events.

On October 16, 2020, the Company also issued a press release announcing the election of Ms. Shalett as referenced in Item 5.02 above. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

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 hereunto duly authorized.

Exhibit 99.1

PennyMac Financial Services, Inc. Announces

Lisa M. Shalett Has Joined Its Boardof Directors

Westlake Village, CA, October 16, 2020 – PennyMac Financial Services, Inc. (NYSE: PFSI) announced today that Lisa M. Shalett, a Wall Street veteran and accomplished leader, has joined its Board of Directors.

“We are delighted to bring Lisa’s remarkable range of expertise to our Board of Directors,” said PFSI President and CEO David A. Spector. “Her experience in capital markets, risk and control functions, digital marketing and strategic innovation will add valuable perspective to our Board. On behalf of my fellow directors, I welcome her arrival with great enthusiasm.”

Ms. Shalett is a former Goldman Sachs Partner and former Managing Partner at Brookfield Asset Management. Over her 20 years at Goldman Sachs, she held leadership roles in Equities, Global Compliance, Legal and Internal Audit, and Brand Marketing and Digital Strategy. At Brookfield, she was the firm’s first Head of Strategic Innovation. Currently, Ms. Shalett advises growth companies and is the founder of Extraordinary Women on Boards, a community of women board directors focused on board excellence. She holds a Masters of Business Administration from Harvard Business School and a B.A., summa cum laude, in East Asian Studies from Harvard University.

About PennyMac Financial Services,Inc.

PennyMac Financial Services, Inc. is a specialty financial services firm with a comprehensive mortgage platform and integrated business focused on the production and servicing of U.S. mortgage loans and the management of investments related to the U.S. mortgage market. Additional information about PennyMac Financial Services, Inc. is available on its investor relations website at www.ir.pennymacfinancial.com.