8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported): May 4, 2022

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Walker & Dunlop, Inc.

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(Exact name of registrant as specified in its charter)

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Maryland		001-35000		80-0629925
(State or other Jurisdiction of Incorporation)	​	(Commission File Number)		(IRS Employer Identification No.)

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7272 Wisconsin Avenue , Suite 1300 Bethesda , MD		20814
(Address of Principal Executive Offices)		(Zip Code)

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Registrant’s telephone number, including area code: (301) 215-5500

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Not applicable

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

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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

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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:

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

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

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

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

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

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☐ Emerging growth company

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☐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.

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Item 2.02. Results of Operations and Financial Condition.

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On May 5, 2022, Walker & Dunlop, Inc. (the “Company”) issued a press release reporting its financial results for the quarter ended March 31, 2022. A copy of this press release is furnished herewith as Exhibit 99.1 and is hereby incorporated by reference into this Item 2.02.

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The information contained in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” with the Securities and Exchange Commission (“SEC”) nor incorporated by reference in any registration statement filed by the Company under the Securities Act of 1933, as amended (the “Securities Act”).

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

On May 4, 2022, the Board of Directors (the “Board”) of the Company appointed Stephen P. Theobald, currently the Company’s Executive Vice President and Chief Financial Officer, to the position of Executive Vice President and Chief Operating Officer, effective as of June 1, 2022.  Also on May 4, 2022, the Board appointed Gregory A. Florkowski, currently the Executive Vice President, Business Development of Walker & Dunlop, LLC, the Company’s primary operating subsidiary, to the position of Executive Vice President and Chief Financial Officer, effective as of June 1, 2022.

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Mr. Theobald, age 60, has served as the Company’s Executive Vice President and Chief Financial Officer since April 2013. He also served as the Company’s Treasurer from April 2013 to February 2018. From December 2010 to March 2013, Mr. Theobald served as the Executive Vice President and Chief Financial Officer of Hampton Roads Bankshares, Inc. Mr. Theobald also held a number of senior financial positions at Capital One Financial Corporation from 1999 to 2010, most recently serving as Chief Financial Officer, Local Banking, from 2005 to 2010. Mr. Theobald began his career at KPMG LLP (“KPMG”) in 1984, and he served as audit partner, financial services, from 1996 to 1999. From 1990 to 1992, he served as a professional accounting fellow in the Office of the Chief Accountant at the Comptroller of the Currency. Mr. Theobald holds a Bachelor of Science in Business Administration in Accounting from the University of Notre Dame.

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Mr. Florkowski, age 41, joined Walker & Dunlop, LLC in 2010 as its Senior Vice President and Controller and served in that capacity until his appointment in January 2019 as Senior Vice President, Business Development until he was promoted to Executive Vice President, Business Development in February 2020. Mr. Florkowski began his career at KPMG. In his role at KPMG, Mr. Florkowski worked as a senior manager in the assurance practice where he primarily served public companies in the financial services industry and non-public companies in financial services, private equity and specialty finance. Mr. Florkowski holds a Bachelor of Science in Accounting from Salisbury University.

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Mr. Theobald and Mr. Florkowski have no transactions with the Company that require disclosure under Item 404(a) of Regulation S-K other than, for Mr. Theobald, his investments in funds managed by the Company’s registered investment adviser on the same terms and conditions offered to third-party investors, as disclosed in “Certain Relationships and Related Transactions” in the Company’s definitive proxy statement on Schedule 14A filed with the SEC on March 18, 2022.

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In connection with their new positions, the Company entered into an Amended and Restated Employment Agreement, dated May 4, 2022, with Mr. Theobald (the “Theobald Employment Agreement”) and an Amended and Restated Employment Agreement, dated May 4, 2022, with Mr. Florkowski (the “Florkowski Employment Agreement”).

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The Theobald Employment Agreement is substantially the same as his previous agreement, which is included as Exhibit 10.4 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, except that Mr. Theobald’s target annual bonus was increased from 100% to 150% of base salary.

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The Florkowski Employment Agreement provides for an initial base salary of $475,000, a target annual bonus of 100% of base salary, and grants of equity or equity-based awards under the Company’s equity compensation plans at the discretion of the Board.

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In addition, the Florkowski Employment Agreement provides that Mr. Florkowski is entitled to receive a severance payment if the Company terminates his employment without cause or he resigns for good reason. The severance payment is equal to (i) continued payment by the Company of his base salary, as in effect as of the last day of employment, for a period of 12 months, (ii) continued payment for life and health insurance coverage for 12 months, to the same extent the Company paid for such coverage immediately prior to termination, (iii) two times the average annual bonus earned by the executive over the two calendar years preceding the year of termination (or if he has not been employed for two calendar years, payments equal to two times the target bonus for the year of 2

termination), and (iv) immediate vesting as of the last day of employment in any unvested time-based equity awards (with any such awards that vest in whole or in part based on the attainment of performance-vesting conditions being governed by the terms of the applicable award agreement). The foregoing benefits are conditioned upon Mr. Florkowski executing a general release of claims and compliance with the terms of the Florkowski Employment Agreement.

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If the employment of Mr. Florkowski terminates due to death, disability or retirement, Mr. Florkowski is entitled to receive (i) a pro rata portion of the annual bonus for the year of termination, as reasonably determined by the Company based upon the extent to which performance goals for the year of termination are achieved and (ii) immediate vesting as of the last day of employment in any unvested time-based equity awards (with any such awards that vest in whole or in part based on the attainment of performance-vesting conditions being governed by the terms of the applicable award agreement).

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The Florkowski Employment Agreement contains customary non-competition and non-solicitation covenants that apply during employment and for up to 12 months after the termination of the executive’s employment with us.

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In addition, the Company entered into an indemnification agreement with Mr. Florkowski, substantially in the form entered into with the Company’s other executive officers.

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Item 9.01. Financial Statements and Exhibits.

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(d) **** Exhibits.

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The exhibit contained in this Current Report on Form 8-K shall not be deemed “filed” with the SEC nor incorporated by reference in any registration statement filed by the Company under the Securities Act.

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​<br><br>​	​<br><br>​
Exhibit<br><br>Number	​<br><br>Description
99.1	Press Release dated May 5, 2022
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

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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.

		Walker & Dunlop, Inc.
		(Registrant)
Date: May 5, 2022	By:	/s/ Stephen P. Theobald
		Stephen P. Theobald<br>Executive Vice President & Chief Financial Officer

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​ 4

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Exhibit 99.1

Walker & Dunlop Reports 42% Growth in Revenues

As Diluted EPS Grows 18% to $2.12

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FIRST QUARTER 2022 HIGHLIGHTS

●	Total transaction volume of $12.7 billion, up 40% from Q1’21
●	Total revenues of $319.4 million, up 42% from Q1’21
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●	Net income of $71.2 million and diluted earnings per share of $2.12, up 23% and 18%, respectively, from Q1’21
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●	Adjusted EBITDA^1^of $62.6 million, up 3% from Q1’21
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●	Servicing portfolio of $116.3 billion at March 31, 2022 up 6% from March 31, 2021
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●	Completed the acquisition of GeoPhy
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●	Declared quarterly dividend of $0.60 per share for the second quarter
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●	Promoted Steve Theobald to Chief Operating Officer and Greg Florkowski to Chief Financial Officer
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BETHESDA, MD – May 5, 2022 – Walker & Dunlop, Inc. (NYSE: WD) (the “Company” or “W&D”) reported total revenues of $319.4 million for the first quarter of 2022, an increase of 42% year over year. Net income for the first quarter of 2022 was $71.2 million or $2.12 per diluted share, up 23% and 18%, respectively, from the first quarter of 2021. First quarter 2022 adjusted EBITDA^1^ was $62.6 million, up 3% over the same period in 2021. First quarter total transaction volume was $12.7 billion, up 40% year over year. The Company’s Board of Directors declared a dividend of $0.60 per share for the second quarter of 2022. The Company promoted Steve Theobald to Executive Vice President and Chief Operating Officer, effective June 1, 2022, at which time Greg Florkowski will assume the role of Executive Vice President and Chief Financial Officer.

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Walker & Dunlop Chairman and CEO Willy Walker commented, “The breadth of Walker & Dunlop’s platform, capabilities, and brand resulted in 40% year-over-year growth in total transaction volume to $12.7 billion in the first quarter of 2022, driving total revenues to $319 million, up 42% year over year, and diluted earnings per share of $2.12, up 18% from the first quarter of last year. We recently made the two largest acquisitions in W&D's history, Alliant and GeoPhy, which dramatically expand our presence in the affordable housing industry and accelerate our growth as a technologically-enabled financial services company.  The growth and market share gains in our core businesses, along with our investments in new businesses and technology, position Walker & Dunlop extremely well to achieve our mission of becoming the premier commercial real estate finance company in the United States.”

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Mr. Walker continued, “Exceptional service delivery is a hallmark of W&D. We have asked Steve Theobald to become Chief Operating Officer to drive service delivery, integration, and technology implementation across Walker & Dunlop. Greg Florkowski, who has been an integral member of our finance and accounting team before running business development for the past three years, will become Chief Financial Officer.  It is a joy to see these two talented executives moving into new roles that will bring significant benefits to W&D.”

1

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First quarter 2022 Earnings Release

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CONSOLIDATED FIRST QUARTER 2022 OPERATING RESULTS

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TRANSACTION VOLUMES
(dollars in thousands)	​	​	Q1 2022	​	​	Q1 2021	​	Variance	​	% Variance
Fannie Mae	​	$	1,998,374	​	$	1,533,024	​		​	30	%
Freddie Mac	​	​	987,849	​	​	1,012,720	​	​	​	(2)	​
Ginnie Mae - HUD	​	​	391,693	​	​	622,133	​	​	​	(37)	​
Brokered ^(2)^	​	​	5,643,081	​	​	4,302,492	​	​	​	31	​
Principal Lending and Investing ^(3)^	​	​	114,020	​	​	178,250	​	​	​	(36)	​
Debt financing volume	​	$	9,135,017	​	$	7,648,619	​		​	19	%
Property sales volume	​	​	3,531,690	​	​	1,395,760	​	​	​	153	​
Total transaction volume	​	$	12,666,707	​	$	9,044,379	​		​	40	%

All values are in US Dollars.

Discussion of Results:

●	Total debt financing volume increased 19% from the first quarter of 2021. Driving the overall increase was a 17% increase in GSE debt financing volumes, driven by strong Fannie Mae lending activity. Our GSE market share increased in the first quarter of 2022 to 12.3% compared to 11.4% at December 31, 2021. Despite the decreases in Freddie Mac and HUD debt financing volume, Agency debt financing volume saw a 7% increase quarter over quarter, indicating continued strength in the multifamily financing market.
●	The 31% increase in brokered volume in the first quarter of 2022 reflects our team’s ability to meet our clients’ broad range of capital needs within uncertain market conditions, continued demand for all commercial real estate property types, and the impacts of our investments in people, brand and technology. We continue to see a benefit from our investments in acquiring and recruiting commercial mortgage bankers, the significant amount of capital being invested into U.S. commercial real estate, and our valued relationships with commercial real estate capital providers.
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●	Property sales volume increased 153% in the first quarter of 2022 due to the significant growth in our property sales team over the past year in key markets and strong investor demand for multifamily assets.
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MANAGED PORTFOLIO
(dollars in thousands, unless otherwise noted)	​	​	Q1 2022	​	​	Q1 2021	​	Variance	​	% Variance
Fannie Mae	​	$	54,000,550	​	$	50,113,076	​		​	8	%
Freddie Mac	​	​	36,965,185	​	​	37,695,462	​	​	​	(2)	​
Ginnie Mae - HUD	​	​	9,954,262	​	​	9,754,667	​	​	​	2	​
Brokered	​	​	15,115,619	​	​	12,090,825	​	​	​	25	​
Principal Lending and Investing	​	​	221,649	​	​	213,240	​	​	​	4	​
Total Servicing Portfolio	​	$	116,257,265	​	$	109,867,270	​		​	6	%
Assets under management	​	​	16,687,112	​	​	1,836,086	​	​	​	809	​
Total Managed Portfolio	​	$	132,944,377	​	$	111,703,356	​		​	19	%
Custodial escrow account balance (in billions)	​	$	2.5	​	$	2.5	​	​	​	​	​
Weighted-average servicing fee rate (basis points)	​	​	25.0	​	​	24.3	​	​	​	​	​
Weighted-average remaining servicing portfolio term (years)	​	​	9.1	​	​	9.2	​	​	​	​	​

All values are in US Dollars.

Discussion of Results:

●	Our servicing portfolio continues to expand as a result of the debt financing volume over the past 12 months, partially offset by payoffs of loans.
●	During the first quarter of 2022, we added $0.5 billion of net loans to our servicing portfolio, and over the past 12 months, we added $6.4 billion of net loans to our servicing portfolio, 61% of which were Fannie Mae.
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2

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First quarter 2022 Earnings Release

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●	$5.8 billion of Agency loans in our servicing portfolio are scheduled to mature over the next two years. These loans represent only 5% of the total portfolio, with a relatively low weighted-average servicing fee of 19.3 basis points. Additionally, we expect lower levels of prepayments and higher levels of loan assumptions due to rising interest rates compared to the past several quarters, which should benefit the growth of the servicing portfolio in the coming quarters.
●	The increase in the overall weighted-average servicing fee was primarily due to an increase in Fannie Mae loans as a percentage of the overall servicing portfolio year over year, coupled with a higher weighted-average servicing fee on Fannie Mae debt financing volumes over the past year than loans that have paid off.
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●	We added net mortgage servicing rights (“MSRs”) from originations of $22.7 million in the first quarter of 2022 and $66.7 million over the past 12 months.
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●	The MSRs associated with our servicing portfolio had a fair value of $1.3 billion as of March 31, 2022, compared to $1.2 billion as of March 31, 2021.
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●	Assets under management (“AUM”) as of March 31, 2022 consisted of $14.5 billion of assets managed by Alliant, $1.3 billion of loans and funds managed by WDIP and $0.9 billion of loans in our interim lending joint venture. The year-over-year increase in AUM is driven by the addition of Alliant’s AUM to our portfolio upon closing the acquisition in the fourth quarter of 2021.
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KEY PERFORMANCE METRICS
(dollars in thousands, except per share amounts)	​	​	Q1 2022	​	​	Q1 2021	​	Variance	​	% Variance
Walker & Dunlop net income	​	$	71,209	​	$	58,052	​		​	23	%
Adjusted EBITDA	​	​	62,636	​	​	60,667	​	​	​	3	​
Diluted EPS	​	$	2.12	​	$	1.79	​		​	18	%
Operating margin	​	​	28	%	​	33	%	​	​	​	​
Return on equity	​	​	19	​	​	19	​	​	​	​	​
Key Expense Metrics (as a percentage of total revenues):	​	​	​	​	​	​	​	​	​	​	​
Personnel expenses	​	​	45	%	​	43	%	​	​	​	​
Other operating expenses	​	​	10	​	​	8	​	​	​	​	​

All values are in US Dollars.

Discussion of Results:

●	The increase in net income was a result of a 23% increase in income from operations, driven by the increase in total revenues year over year. The first quarter of 2022 includes a $39.6 million gain connected with our acquisition of GeoPhy, which positively benefited net income. As part of the GeoPhy acquisition, we acquired the other 50% ownership interest in Apprise. The revaluation of our existing 50% ownership interest in Apprise resulted in the $39.6 million gain.
●	The increase in adjusted EBITDA was a result of higher origination fees, property sales broker fees, servicing fees and other revenues. These increases were offset by growth in personnel expense and other operating expenses.
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●	The decrease in operating margin was primarily due to the increase in total expenses outpacing the growth in total revenues year over year.
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●	The increase in personnel expenses as a percentage of revenue was a result of commissionable revenues increasing at a faster rate than non-commissionable revenues.
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●	The increase in other operating expenses as a percentage of revenues was due to the significant investments we have made in our infrastructure over the past year as part of our Drive to ’25 growth strategy.
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3

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First quarter 2022 Earnings Release

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KEY CREDIT METRICS
(dollars in thousands)	​	​	Q1 2022	​	​	Q1 2021	​	Variance	​	% Variance
At-risk servicing portfolio ^(7)^	​	$	50,176,521	​	$	45,796,952	​		​	10	%
Maximum exposure to at-risk portfolio ^(8)^	​	​	10,178,454	​	​	9,304,440	​	​	​	9	​
Defaulted loans	​	$	78,659	​	$	48,481	​		​	62	%
Key credit metrics (as a percentage of the at-risk portfolio):	​	​	​	​	​	​	​	​	​	​	​
Defaulted loans	​	​	0.16	%	​	0.11	%	​	​	​	​
Allowance for risk-sharing	​	​	0.11	​	​	0.14	​	​	​	​	​
Key credit metrics (as a percentage of maximum exposure):	​	​	​	​	​	​	​	​	​	​	​
Allowance for risk-sharing	​	​	0.52	%	​	0.69	%	​	​	​	​

All values are in US Dollars.

Discussion of Results:

●	Our at-risk servicing portfolio, which is comprised of loans subject to a defined risk-sharing formula, increased due to the significant level of Fannie Mae loans added to the portfolio during the past 12 months. As of March 31, 2022, there were two defaulted loans that were provisioned for in 2019 and one loan that was provisioned for in 2021. The two properties that defaulted in 2019 have been foreclosed on and final settlement of any losses will occur in the future upon disposition of the assets by Fannie Mae.
●	The on-balance sheet interim loan portfolio, which is comprised of loans for which we have full risk of loss, was $221.6 million at March 31, 2022 compared to $213.2 million at March 31, 2021. There was one defaulted loan in our interim loan portfolio at March 31, 2022, which was provisioned for in the third quarter of 2020. All other loans in the on-balance sheet interim loan portfolio are current and performing as of March 31, 2022. The interim loan joint venture holds $0.9 billion of loans as of March 31, 2022, compared to $0.6 billion as of March 31, 2021. We share in a small portion of the risk of loss, and as of March 31, 2022, all loans in the interim loan joint venture are current and performing.
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4

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First quarter 2022 Earnings Release

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FIRST QUARTER 2022 FINANCIAL RESULTS BY SEGMENT

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FINANCIAL RESULTS - CAPITAL MARKETS
(dollars in thousands)		​	Q1 2022		​	Q1 2021		​	$ Variance	​	% Variance
Loan origination and debt brokerage fees, net	​	$	81,823	​	$	75,295	​	$	6,528	​	9	%
Fair value of expected net cash flows from servicing, net ("MSR income")	​	​	52,730	​	​	57,935	​	​	(5,205)	​	(9)	​
Property sales broker fees	​	​	23,398	​	​	9,042	​	​	14,356	​	159	​
Net warehouse interest income, LHFS	​		3,530	​		2,459	​		1,071	​	44	​
Other revenues	​		2,763	​		2,560	​		203	​	8	​
Total revenues	​	$	164,244	​	$	147,291	​	$	16,953	​	12	%
Personnel	​	$	98,726	​	$	72,635	​	$	26,091	​	36	%
Amortization and depreciation	​		—	​		521	​		(521)	​	(100)	​
Other operating expenses	​		6,111	​		3,402	​		2,709	​	80	​
Total expenses	​	$	104,837	​	$	76,558	​	$	28,279	​	37	%
Income from operations	​	$	59,407	​	$	70,733	​	$	(11,326)	​	(16)	%
Income tax expense	​		12,847	​		14,615	​		(1,768)	​	(12)	​
Walker & Dunlop net income	​	$	46,560	​	$	56,118	​	$	(9,558)	​	(17)	%
Key revenue metrics (as a percentage of debt financing volume):	​	​	​	​	​	​	​	​	​	​	​	​
Origination fee margin ^(4)^	​	​	0.90	%	​	1.02	%	​	​	​	​	​
MSR margin ^(5)^	​	​	0.58	​	​	0.78	​	​	​	​	​	​
Agency MSR margin ^(6)^	​	​	1.56	​	​	1.83	​	​	​	​	​	​
Key performance metrics:	​	​	​	​	​	​	​	​	​	​	​	​
Operating margin	​	​	36	%	​	48	%	​	​	​	​	​
Adjusted EBITDA	​	$	11,256	​	$	17,131	​	​	​	​	​	​

Capital Markets - Discussion of Results:

The Capital Markets segment includes our Agency lending, debt brokerage, property sales, and appraisal and valuation services.

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●	The increase in origination fees was driven by the increase in overall debt financing volume, partially offset by the decrease in the origination fee margin. The decrease in origination fee margin was due to a shift in the mix of debt financing volume from 41% Agency loans in the first quarter of 2021 to 37% Agency loans in the first quarter of 2022. Agency loans typically carry higher origination fees than brokered loans.
●	The decrease in MSR income was the result of the decrease in the Agency MSR margin, partially offset by a 7% increase in Agency debt financing volume year over year. The decrease in the Agency MSR margin was the result of the significant decline in HUD debt financing volume as HUD loans have the highest MSR margins of all our products. Additionally, the weighted-average servicing fee for our Fannie Mae debt financing volume decreased 25% year over year.
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●	The increase in property sales broker fees was driven by the 153% increase in property sales volume year over year.
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●	The increase in net warehouse interest income from loans held for sale (“LHFS”) was due to an 89% increase in the net spread, offset by a 24% decrease in the average balance of LHFS outstanding.
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●	Personnel expense increased primarily as a result of (i) an increase in commissions expense due to the increases in origination fees and property sales broker fees; (ii) an increase in salaries and benefits costs due to strategic acquisitions and hiring initiatives that contributed to a 12% increase in average bankers and brokers year over year; and (iii) an increase in subjective bonuses due to the increase in headcount and our financial performance. Additionally, there was a $1.5 million increase in total compensation costs as a result of consolidating Apprise after the acquisition of GeoPhy. The operating results for the month of March 2022 include compensation costs for Apprise, while the operating results for the three months ended March 31, 2021 do not as we accounted for our investment in Apprise under the equity method in 2021.
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5

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First quarter 2022 Earnings Release

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●	The increase in other operating expenses was largely attributable to increases in travel and entertainment and marketing costs, both of which are attributable to our overall growth over the past year and low costs in these areas in the first quarter of 2021 due to the pandemic.
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FINANCIAL RESULTS - SERVICING & ASSET MANAGEMENT
(dollars in thousands)		​	Q1 2022		​	Q1 2021		​	$ Variance	​	% Variance
Loan origination and debt brokerage fees, net	​	$	487	​	$	584	​	$	(97)	​	(17)	%
Servicing fees	​	​	72,681	​	​	65,978	​	​	6,703	​	10	%
Net warehouse interest income, LHFI	​	​	1,243	​	​	2,096	​	​	(853)	​	(41)	​
Escrow earnings and other interest income	​	​	1,758	​	​	1,999	​	​	(241)	​	(12)	​
Other revenues	​		34,897	​		7,508	​		27,389	​	365	​
Total revenues	​	$	111,066	​	$	78,165	​	$	32,901	​	42	%
Personnel	​	$	18,638	​	$	7,111	​	$	11,527	​	162	%
Amortization and depreciation	​		54,931	​		45,378	​		9,553	​	21	​
Provision (benefit) for credit losses	​	​	(9,498)	​	​	(11,320)	​	​	1,822	​	(16)	​
Other operating expenses	​		6,119	​		2,253	​		3,866	​	172	​
Total expenses	​	$	70,190	​	$	43,422	​	$	26,768	​	62	%
Income from operations	​	$	40,876	​	$	34,743	​	$	6,133	​	18	%
Income tax expense	​		8,839	​		7,178	​		1,661	​	23	​
Net income before noncontrolling interests	​	$	32,037	​	$	27,565	​	$	4,472	​	16	%
Less: net income (loss) from noncontrolling interests	​	​	(679)	​	​	—	​	​	(679)	​	N/A	​
Walker & Dunlop net income	​	$	32,716	​	$	27,565	​	$	5,151	​	19	%
Key performance metrics:	​	​	​	​	​	​	​	​	​	​	​	​
Operating margin	​	​	37	%	​	44	%	​	​	​	​	​
Adjusted EBITDA	​	$	87,773	​	$	69,419	​	​	​	​	​	​

Servicing & Asset Management - Discussion of Results:

The Servicing & Asset Management segment includes loan servicing, principal lending and investing, managing third-party capital invested in tax credit equity funds focused on the affordable housing sector and other commercial real estate, and real estate-related investment banking and advisory services, including housing market research .

​

●	The $6.4 billion net increase in the servicing portfolio over the past 12 months was the principal driver of the growth in servicing fees year over year, combined with the increase in the servicing portfolio’s weighted-average servicing fee.
●	Other revenues increased principally due to the additions of fee income from Alliant and Zelman, with no comparable activity in the prior year as these acquisitions occurred in the second half of 2021. Additionally, prepayment fees increased substantially due to an increase in prepayment activity year over year.
---	---
●	Personnel expense increased substantially year over year as a result of increased salaries and benefits costs due to strategic acquisitions and hiring initiatives, including both Alliant and Zelman.
---	---
●	Amortization and depreciation increased as a result of the growth in the average balance of MSRs outstanding year over year and an increase in prepayment activity. Additionally, we had a $3.3 million increase in amortization of intangible assets from our strategic investments in 2021.
---	---
●	The benefit for credit losses for first quarter of 2022 was primarily attributable to the update in our historical loss rate factor that is based on a 10-year rolling period. The historical loss rate decreased to 1.2 basis points as of March 31, 2022 from 1.8 basis points as of December 31, 2021. In response to improving unemployment statistics and the expected continued overall health of the multifamily market, we adjusted the loss rate for the forecast period downwards to four basis points as of March 31, 2021 from six basis points as of December 31, 2020, resulting in the benefit for risk-sharing obligations for the first quarter of 2021.
---	---

6

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First quarter 2022 Earnings Release

​

●	The increase in other operating expenses was largely attributable to increases in office and other professional fees to support the continued growth in our operations as a result of recent acquisitions.
​	​	​	​	​	​	​	​	​	​	​	​	​
---	---	---	---	---	---	---	---	---	---	---	---	---
FINANCIAL RESULTS - CORPORATE
(dollars in thousands)		​	Q1 2022		​	Q1 2021		​	$ Variance	​	% Variance
Escrow earnings and other interest income	​	$	45	​	$	118	​	$	(73)	​	(62)	%
Other revenues	​		44,089	​		(1,286)	​		45,375	​	(3,528)	​
Total revenues	​	$	44,134	​	$	(1,168)	​	$	45,302	​	(3,879)	%
Personnel	​	$	26,817	​	$	16,469	​	$	10,348	​	63	%
Amortization and depreciation	​		1,221	​		972	​		249	​	26	​
Interest expense on corporate debt	​	​	6,405	​	​	1,765	​	​	4,640	​	263	​
Other operating expenses	​		19,984	​		11,932	​		8,052	​	67	​
Total expenses	​	$	54,427	​	$	31,138	​	$	23,289	​	75	%
Income from operations	​	$	(10,293)	​	$	(32,306)	​	$	22,013	​	(68)	%
Income tax expense	​		(2,226)	​		(6,675)	​		4,449	​	(67)	​
Walker & Dunlop net income	​	$	(8,067)	​	$	(25,631)	​	$	17,564	​	(69)	%
Key performance metric:	​	​	​	​	​	​	​	​	​	​	​	​
Adjusted EBITDA	​	$	(36,393)	​	$	(25,883)	​	​	​	​	​	​

Corporate - Discussion of Results:

●	The increase in other revenues was primarily a result of the $39.6 million gain connected with the acquisition of GeoPhy discussed above, coupled with an increase in income from our other equity method investments.
●	Personnel expense increased primarily as a result of (i) increased salaries and benefits costs due to an increase in the average headcount year over year; and (ii) an increase in company bonus and stock-based compensation expense associated with our performance share plans due to our financial performance and increased headcount.
---	---
●	In the fourth quarter of 2021, we refinanced our senior secured term loan and doubled the aggregate principal amount from $300 million to $600 million. The term loan carries an interest rate of SOFR plus a 10 basis point credit spread adjustment (with a floor of 50 basis points) plus a 225 basis point spread, leading to additional interest expense in the first quarter of 2022 compared to the same period last year. In addition to the debt refinancing, we incurred additional interest expense related to a note payable at our subsidiary, Alliant, which we assumed in the fourth quarter of 2021.
---	---
●	Other operating expenses increased in the first quarter due to: (i) an increase in legal and other professional fees and office expenses related to our recent acquisitions and overall growth; and (ii) an increase in travel and entertainment expenses, which were still impacted by the effects of the pandemic in the first quarter of 2021.
---	---

​

CAPITAL SOURCES AND USES

On May 4, 2022, the Company’s Board of Directors declared a dividend of $0.60 per share for the second quarter of 2022. The dividend will be paid on June 3, 2022 to all holders of record of the Company’s restricted and unrestricted common stock as of May 19, 2022.

On February 2, 2022, our Board of Directors authorized the repurchase of up to $75.0 million of the Company’s outstanding common stock over the coming one-year period (“2022 Share Repurchase Program”). During the first quarter of 2022, the Company did not repurchase any shares of its common stock under the 2022 Share Repurchase Program. As of March 31, 2022, the Company had $75.0 million of authorized share repurchase capacity remaining under the 2022 Share Repurchase Program.

Any future purchases made pursuant to the 2022 Share Repurchase Program will be made in the open market or in privately negotiated transactions from time to time as permitted by federal securities laws and other legal requirements. The timing, manner, price and amount of any repurchases will be determined by the Company in its discretion and will be subject to economic and market conditions, stock price, applicable legal requirements and other factors. The repurchase program may be suspended or discontinued at any time.

7

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First quarter 2022 Earnings Release

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LEADERSHIP APPOINTMENTS

Walker & Dunlop promoted Steve Theobald to Executive Vice President and Chief Operating Officer. Mr. Florkowski will succeed Mr. Theobald as Executive Vice President and Chief Financial Officer. Both leadership changes will be effective on June 1, 2022.

Mr. Theobald has been with Walker & Dunlop in the CFO role since 2013 during which time he has overseen the servicing, marketing, investor relations, treasury, financial reporting, and accounting departments. Prior to joining the Company, Mr. Theobald served as the executive vice president and chief financial officer of Hampton Roads Bankshares, Inc. Previously, he held numerous senior financial positions at Capital One Financial Corporation from 1999 to 2010, including serving as chief financial officer, local banking. Mr. Theobald began his career at KPMG LLP. He holds a Bachelor of Science in Business Administration in accounting from the University of Notre Dame.

Mr. Florkowski has been with Walker & Dunlop since 2010 when he was hired as Senior Vice President & Controller. Most recently, he has served as Executive Vice President, Business Development with the responsibility of developing, implementing, and executing strategic business initiatives, including the successful acquisitions of AKS Capital, FourPoint, TapCap, Zelman, Alliant, and GeoPhy. Prior to joining Walker & Dunlop, Mr. Florkowski served as a senior manager at KPMG LLP, where he began his career. Mr. Florkowski holds a Bachelor of Science in accounting from Salisbury University.

---

(1)	Adjusted EBITDA is a non-GAAP financial measure the Company presents to help investors better understand our operating performance. For a reconciliation of adjusted EBITDA to net income, refer to the sections of this press release below titled “Non-GAAP Financial Measures”, “Adjusted Financial Metric Reconciliation to GAAP” and “Adjusted Financial Metric Reconciliation to GAAP by Segment.”
(2)	Brokered transactions for life insurance companies, commercial banks, and other capital sources.
---	---
(3)	Includes debt financing volumes from our interim loan program, our interim loan joint venture, and WDIP separate accounts.
---	---
(4)	Loan origination and debt brokerage fees, net as a percentage of debt financing volume. Excludes the income and debt financing volume from Principal Lending and Investing.
---	---
(5)	MSR income as a percentage of debt financing volume. Excludes the income and debt financing volume from Principal Lending and Investing.
---	---
(6)	MSR income as a percentage of Agency debt financing volume.
---	---
(7)	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.

(8)	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.

8

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First quarter 2022 Earnings Release

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CONFERENCE CALL INFORMATION

The Company will host a conference call to discuss its quarterly results on Thursday, May 5, 2022 at 8:30 a.m. Eastern time. Listeners can access the webcast via the link: https://walkerdunlop.zoom.us/webinar/register/WN_Pp8bFPh0RU20ivYHZi03OA **** or by dialing +1 408 901 0584, Webinar ID 842 5966 3665, Password 232851. Presentation materials related to the conference call will be posted to the Investor Relations section of the Company’s website prior to the call. An audio replay will also be available on the Investor Relations section of the Company’s website, along with the presentation materials.

​ ABOUT WALKER & DUNLOP

Walker & Dunlop (NYSE: WD) is one of the largest providers of capital to the commercial real estate industry, enabling real estate owners and operators to bring their visions of communities — where Americans live, work, shop and play — to life. The power of our people, premier brand, and industry-leading technology enables us to meet any client need – including financing, research, property sales, valuation, and advisory services. With over 1,000 employees across every major U.S. market, Walker & Dunlop has consistently been named one of Fortune’s Great Places to Work® and is committed to making the commercial real estate industry more inclusive and diverse while creating meaningful social, environmental, and economic change in our communities.

​

NON-GAAP FINANCIAL MEASURES

To supplement our financial statements presented in accordance with United States generally accepted accounting principles (“GAAP”), the Company uses 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 term loan facility and Alliant’s note payable, and amortization and depreciation, adjusted for provision (benefit) for credit losses net of write-offs, stock-based incentive compensation charges, the fair value of expected net cash flows from servicing, net, and non-cash charges associated with the extinguishment of long-term debt, and the gain associated with the revaluation of our previously held equity-method investment in connection with our acquisition of GeoPhy. 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 the Company's GAAP financials, provides useful information to investors by offering:

●	the ability to make more meaningful period-to-period comparisons of the Company's on-going operating results;
●	the ability to better identify trends in the Company's underlying business and perform related trend analyses; and
---	---
●	a better understanding of how management plans and measures the Company's underlying business.
---	---

We believe that adjusted EBITDA has limitations in that it does not reflect all of the amounts associated with the Company's results of operations as determined in accordance with GAAP and that adjusted EBITDA should only be used to evaluate the Company's results of operations in conjunction with net income on both a consolidated and segment basis. For more information on adjusted EBITDA, refer to the section of this press release below titled “Adjusted Financial Metric Reconciliation to GAAP” and “Adjusted Financial Metric Reconciliation to GAAP By Segment.”

FORWARD-LOOKING STATEMENTS

Some of the statements contained in this press release 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 that are predictions of

9

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First quarter 2022 Earnings Release

​

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 press release 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.

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. Factors that could cause our results to differ materially include, but are not limited to: (1) general economic conditions and multifamily and commercial real estate market conditions, (2) regulatory and/or legislative changes to Freddie Mac, Fannie Mae or HUD, (3) our ability to retain and attract loan originators and other professionals, (4) risks related to our recently completed acquisitions, including our ability to integrate and achieve the expected benefits of such acquisitions, and (5) changes in federal government fiscal and monetary policies, including any constraints or cuts in federal funds allocated to HUD for loan originations.

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 the section titled “Risk Factors” in our most recent Annual Report on Form 10-K and any updates or supplements in subsequent Quarterly Reports on Form 10-Q and our other filings with the SEC. Such filings are available publicly on our Investor Relations web page at www.walkerdunlop.com.

CONTACT US

​	​	​
Headquarters:<br><br>7272 Wisconsin Avenue, Suite 1300<br><br>Bethesda, Maryland 20814<br><br>Phone 301.215.5500<br><br>info@walkeranddunlop.com<br><br>​	Investors:<br><br>Kelsey Duffey<br><br>Senior Vice President, Investor Relations<br><br>Phone 301.202.3207<br><br>investorrelations@walkeranddunlop.com<br><br>​	Media:<br><br>Susan Weber<br><br>EVP & Chief Marketing Officer<br><br>Phone 301.215.5515<br><br>info@walkeranddunlop.com<br><br>​

​

​

​

10

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First quarter 2022 Earnings Release

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Walker & Dunlop, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

Unaudited

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	March 31,			December 31,			September 30,			June 30,			March 31,
​	2022		​	2021		​	2021		​	2021		​	2021
(in thousands)	​		​	​		​	​		​	​		​	​
Assets	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Cash and cash equivalents	$	141,375	​	$	305,635	​	$	318,188	​	$	326,518	​	$	277,277
Restricted cash		41,584	​		42,812	​		34,875	​		15,842	​		14,805
Pledged securities, at fair value		148,647	​		148,996	​		148,774	​		146,548	​		139,570
Loans held for sale, at fair value		703,629	​		1,811,586	​		2,711,900	​		1,718,444	​		1,048,385
Loans held for investment, net		216,620	​		269,125	​		233,685	​		272,033	​		281,788
Mortgage servicing rights		976,554	​		953,845	​		929,825	​		915,519	​		909,884
Goodwill	​	908,744	​	​	698,635	​	​	333,249	​	​	266,465	​	​	261,189
Other intangible assets		211,405	​		183,904	​		8,454	​		1,553	​		1,717
Derivative assets		112,023	​		37,364	​		85,486	​		36,751	​		58,130
Receivables, net		249,305	​		212,019	​		106,228	​		80,196	​		59,526
Committed investments in tax credit equity	​	223,771	​	​	177,322	​	​	—	​	​	—	​	​	—
Other assets, net		405,974	​		364,746	​		206,198	​		163,252	​		151,694
Total assets	$	4,339,631	​	$	5,205,989	​	$	5,116,862	​	$	3,943,121	​	$	3,203,965
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Liabilities	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Warehouse notes payable	$	924,280	​	$	1,941,572	​	$	2,848,579	​	$	1,823,982	​	$	1,112,340
Notes payable		726,555	​		740,174	​		289,763	​		290,498	​		291,045
Allowance for risk-sharing obligations		53,244	​		62,636	​		61,607	​		60,329	​		64,580
Derivative liabilities		12,400	​		6,403	​		13,263	​		30,411	​		9,250
Commitments to fund investments in tax credit equity	​	206,605	​	​	162,747	​	​	—	​	​	—	​	​	—
Other liabilities	​	779,376	​	​	714,250	​	​	519,714	​	​	444,406	​	​	481,618
Total liabilities	$	2,702,460	​	$	3,627,782	​	$	3,732,926	​	$	2,649,626	​	$	1,958,833
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Stockholders' Equity	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Common stock	$	324	​	$	320	​	$	312	​	$	310	​	$	310
Additional paid-in capital		387,009	​		393,022	​		271,562	​		255,676	​		248,069
Accumulated other comprehensive income (loss)	​	1,588	​	​	2,558	​	​	2,737	​	​	2,578	​	​	1,810
Retained earnings		1,205,384	​		1,154,252	​		1,090,506	​		1,034,931	​		994,943
Total stockholders’ equity	$	1,594,305	​	$	1,550,152	​	$	1,365,117	​	$	1,293,495	​	$	1,245,132
Noncontrolling interests		42,866	​		28,055	​		18,819	​		—	​		—
Total equity	$	1,637,171	​	$	1,578,207	​	$	1,383,936	​	$	1,293,495	​	$	1,245,132
Commitments and contingencies		—	​		—	​		—	​		—	​		—
Total liabilities and stockholders' equity	$	4,339,631	​	$	5,205,989	​	$	5,116,862	​	$	3,943,121	​	$	3,203,965

​

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Walker & Dunlop, Inc. and Subsidiaries

Condensed Consolidated Statements of Income and Comprehensive Income

Unaudited

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	Quarterly Trends														​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
(in thousands, except per share amounts)	Q1 2022		​	Q4 2021		​	Q3 2021		​	Q2 2021		​	Q1 2021		​
Revenues	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Loan origination and debt brokerage fees, net	$	82,310	​	$	139,421	​	$	123,242	​	$	107,472	​	$	75,879	​
Fair value of expected net cash flows from servicing, net ("MSR income")	​	52,730	​	​	77,879	​	​	89,482	​	​	61,849	​	​	57,935	​
Servicing fees		72,681	​		72,808	​		70,628	​		69,052	​		65,978	​
Property sales broker fees	​	23,398	​	​	54,808	​	​	33,677	​	​	22,454	​	​	9,042	​
Net warehouse interest income		4,773	​		7,340	​		5,583	​		4,630	​		4,555	​
Escrow earnings and other interest income		1,803	​		2,178	​		2,032	​		1,823	​		2,117	​
Other revenues		81,749	​		52,755	​		21,646	​		14,131	​		8,782	​
Total revenues	$	319,444	​	$	407,189	​	$	346,290	​	$	281,411	​	$	224,288	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Expenses	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Personnel	$	144,181	​	$	195,670	​	$	170,181	​	$	141,421	​	$	96,215	​
Amortization and depreciation		56,152	​		61,405	​		53,498	​		48,510	​		46,871	​
Provision (benefit) for credit losses		(9,498)	​		1,093	​		1,266	​		(4,326)	​		(11,320)	​
Interest expense on corporate debt		6,405	​		2,690	​		1,766	​		1,760	​		1,765	​
Other operating expenses		32,214	​		36,484	​		24,836	​		19,748	​		17,587	​
Total expenses	$	229,454	​	$	297,342	​	$	251,547	​	$	207,113	​	$	151,118	​
Income from operations	$	89,990	​	$	109,847	​	$	94,743	​	$	74,298	​	$	73,170	​
Income tax expense		19,460	​		30,117	​		22,953	​		18,240	​		15,118	​
Net income before noncontrolling interests	$	70,530	​	$	79,730	​	$	71,790	​	$	56,058	​	$	58,052	​
Less: net income (loss) from noncontrolling interests		(679)	​		(201)	​		69	​		—	​		—	​
Walker & Dunlop net income	$	71,209	​	$	79,931	​	$	71,721	​	$	56,058	​	$	58,052	​
Net change in unrealized gains (losses) on pledged available-for-sale securities, net of taxes	​	(970)	​	​	(179)	​	​	159	​	​	768	​	​	(158)	​
Walker & Dunlop comprehensive income	$	70,239	​	$	79,752	​	$	71,880	​	$	56,826	​	$	57,894	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Basic earnings per share	$	2.14	​	$	2.46	​	$	2.23	​	$	1.75	​	$	1.82	​
Diluted earnings per share	​	2.12	​	​	2.42	​	​	2.21	​	​	1.73	​	​	1.79	​
Cash dividends paid per common share	​	0.60	​	​	0.50	​	​	0.50	​	​	0.50	​	​	0.50	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Basic weighted-average shares outstanding		32,219	​		31,343	​		31,064	​		31,019	​		30,823	​
Diluted weighted-average shares outstanding		32,617	​		31,956	​		31,459	​		31,370	​		31,276	​

​

​

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SUPPLEMENTAL OPERATING DATA

Unaudited

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	Quarterly Trends														​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
(in thousands, except per share data)	Q1 2022		​	Q4 2021		​	Q3 2021		​	Q2 2021		​	Q1 2021		​
Transaction Volume:	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Components of Debt Financing Volume						​	​	​	​	​	​	​	​	​	​
Fannie Mae	$	1,998,374	​	$	2,585,100	​	$	3,271,765	​	$	1,911,976	​	$	1,533,024	​
Freddie Mac		987,849	​		1,546,883	​		2,591,906	​		1,003,319	​		1,012,720	​
Ginnie Mae - HUD		391,693	​		523,899	​		522,093	​		672,574	​		622,133	​
Brokered ^(1)^		5,643,081	​		12,684,294	​		6,402,862	​		6,280,578	​		4,302,492	​
Principal Lending and Investing ^(2)^		114,020	​		474,873	​		472,142	​		318,237	​		178,250	​
Total Debt Financing Volume	$	9,135,017	​	$	17,815,049	​	$	13,260,768	​	$	10,186,684	​	$	7,648,619	​
Property Sales Volume		3,531,690	​		9,287,312	​		5,230,093	​		3,341,532	​		1,395,760	​
Total Transaction Volume	$	12,666,707	​	$	27,102,361	​	$	18,490,861	​	$	13,528,216	​	$	9,044,379	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Key Performance Metrics:	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Operating margin	​	28	%	​	27	%	​	27	%	​	26	%	​	33	%
Return on equity	​	19	​	​	23	​	​	22	​	​	18	​	​	19	​
Walker & Dunlop net income	$	71,209	​	$	79,931	​	$	71,721	​	$	56,058	​	$	58,052	​
Adjusted EBITDA ^(3)^	​	62,636	​	​	109,667	​	​	72,430	​	​	66,514	​	​	60,667	​
Diluted EPS	​	2.12	​	​	2.42	​	​	2.21	​	​	1.73	​	​	1.79	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Key Expense Metrics (as a percentage of total revenues):						​	​	​	​	​	​	​	​	​	​
Personnel expenses	​	45	%	​	48	%	​	49	%	​	50	%	​	43	%
Other operating expenses	​	10	​	​	9	​	​	7	​	​	7	​	​	8	​
Key Revenue Metrics (as a percentage of debt financing volume):						​	​	​	​	​	​	​	​	​	​
Origination fee margin ^(4)^	​	0.90	%	​	0.80	%	​	0.95	%	​	1.07	%	​	1.02	%
MSR margin ^(5)^	​	0.58	​	​	0.45	​	​	0.70	​	​	0.63	​	​	0.78	​
Agency MSR margin ^(6)^	​	1.56	​	​	1.67	​	​	1.40	​	​	1.72	​	​	1.83	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Other Data:	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Market capitalization at period end	$	4,192,900	​	$	4,835,508	​	$	3,540,501	​	$	3,239,332	​	$	3,182,606	​
Closing share price at period end	$	129.42	​	$	150.88	​	$	113.50	​	$	104.38	​	$	102.74	​
Average headcount	​	1,353	​	​	1,128	​	​	1,084	​	​	1027	​	​	974	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Components of Servicing Portfolio (end of period):						​	​	​	​	​	​	​	​	​	​
Fannie Mae	$	54,000,550	​	$	53,401,457	​	$	52,317,953	​	$	51,077,660	​	$	50,113,076	​
Freddie Mac		36,965,185	​		37,138,836	​		38,039,014	​		37,887,969	​		37,695,462	​
Ginnie Mae - HUD		9,954,262	​		9,889,289	​		9,894,893	​		9,904,246	​		9,754,667	​
Brokered ^(7)^		15,115,619	​		15,035,439	​		13,429,801	​		13,129,969	​		12,090,825	​
Principal Lending and Investing ^(8)^		221,649	​		235,543	​		238,713	​		276,738	​		213,240	​
Total Servicing Portfolio	$	116,257,265	​	$	115,700,564	​	$	113,920,374	​	$	112,276,582	​	$	109,867,270	​
Assets under management ^(9)^	​	16,687,112	​	​	16,437,865	​	​	2,309,332	​	​	1,801,577	​	​	1,836,086	​
Total Managed Portfolio	$	132,944,377	​	$	132,138,429	​	$	116,229,706	​	$	114,078,159	​	$	111,703,356	​
​		​	​	​	​	​	​	​	​	​	​	​	​	​	​
Key Servicing Portfolio Metrics:						​	​	​	​	​	​	​	​	​	​
Custodial escrow account balance (in billions)	$	2.5	​	$	3.7	​	$	3.0	​	$	3.0	​	$	2.5	​
Weighted-average servicing fee rate (basis points)	​	25.0	​	​	24.9	​	​	24.6	​	​	24.5	​	​	24.3	​
Weighted-average remaining servicing portfolio term (years)	​	9.1	​	​	9.2	​	​	9.2	​	​	9.2	​	​	9.2	​

---

(1)	Brokered transactions for life insurance companies, commercial banks, and other capital sources.
(2)	Includes debt financing volumes from our interim lending platform, our interim lending joint venture, and WDIP separate accounts.
---	---
(3)	This is a non-GAAP financial measure. For more information on adjusted EBITDA, refer to the section above titled “Non-GAAP Financial Measures.”
---	---
(4)	Loan origination and debt brokerage fees, net as a percentage of debt financing volume. Excludes the income and debt financing volume from Principal Lending and Investing.
---	---
(5)	MSR income as a percentage of debt financing volume. Excludes the income and debt financing volume from Principal Lending and Investing.
---	---
(6)	MSR income as a percentage of Agency debt financing volume.
---	---
(7)	Brokered loans serviced primarily for life insurance companies.
---	---
(8)	Consists of interim loans not managed for our interim loan joint venture.
---	---
(9)	Alliant & WDIP assets under management and interim loans serviced for our interim loan joint venture. Alliant assets under management were acquired in December 2021.
---	---

13

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First quarter 2022 Earnings Release

​

KEY CREDIT METRICS

Unaudited

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	March 31,			December 31,			September 30,			June 30,			March 31,
(dollars in thousands)	2022		​	2021		​	2021		​	2021		​	2021		​
Risk-sharing servicing portfolio:	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Fannie Mae Full Risk	$	46,194,756	​	$	45,581,476	​	$	44,069,885	​	$	42,444,569	​	$	41,152,790	​
Fannie Mae Modified Risk		7,794,710	​		7,807,853	​		8,235,475	​		8,617,020	​		8,941,234	​
Freddie Mac Modified Risk		23,715	​		33,195	​		36,883	​		36,894	​		37,006	​
Total risk-sharing servicing portfolio	$	54,013,181	​	$	53,422,524	​	$	52,342,243	​	$	51,098,483	​	$	50,131,030	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Non-risk-sharing servicing portfolio:	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Fannie Mae No Risk	$	11,084	​	$	12,127	​	$	12,593	​	$	16,071	​	$	19,052	​
Freddie Mac No Risk		36,941,470	​		37,105,641	​		38,002,131	​		37,851,075	​		37,658,456	​
GNMA - HUD No Risk		9,954,262	​		9,889,289	​		9,894,893	​		9,904,246	​		9,754,667	​
Brokered		15,115,619	​		15,035,438	​		13,429,801	​		13,129,969	​		12,090,825	​
Total non-risk-sharing servicing portfolio	$	62,022,435	​	$	62,042,495	​	$	61,339,418	​	$	60,901,361	​	$	59,523,000	​
Total loans serviced for others	$	116,035,616	​	$	115,465,019	​	$	113,681,661	​	$	111,999,844	​	$	109,654,030	​
Interim loans (full risk) servicing portfolio	​	221,649	​	​	235,543	​	​	238,713	​	​	276,738	​	​	213,240	​
Total servicing portfolio unpaid principal balance	$	116,257,265	​	$	115,700,562	​	$	113,920,374	​	$	112,276,582	​	$	109,867,270	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Interim Loan Joint Venture Managed Loans ^(1)^	$	930,296	​	$	848,196	​	$	918,518	​	$	629,532	​	$	660,999	​
​		​	​		​	​	​	​	​	​	​	​	​	​	​
At-risk servicing portfolio ^(2)^	$	50,176,521	​	$	49,573,263	​	$	48,209,532	​	$	46,866,767	​	$	45,796,952	​
Maximum exposure to at-risk portfolio ^(3)^		10,178,454	​		10,056,584	​	​	9,784,054	​	​	9,517,609	​	​	9,304,440	​
Defaulted loans	​	78,659	​	​	78,659	​		48,481	​		48,481	​		48,481	​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
Defaulted loans as a percentage of the at-risk portfolio		0.16	%		0.16	%	​	0.10	%	​	0.10	%	​	0.11	%
Allowance for risk-sharing as a percentage of the at-risk portfolio	​	0.11	​	​	0.13	​	​	0.13	​	​	0.13	​	​	0.14	​
Allowance for risk-sharing as a percentage of maximum exposure	​	0.52	​	​	0.62	​	​	0.63	​	​	0.63	​	​	0.69	​

---

(1)	Includes $73.3 million as of March 31, 2021 of loans managed directly for our interim loan joint venture partner in addition to $587.7 million of Interim Program JV managed loans. We indirectly share in a portion of the risk of loss associated with interim loan joint venture managed loans through our 15% equity ownership in the joint venture. We had no exposure to risk of loss for the loans serviced directly for our interim loan joint venture partner. The balance of this line is included as a component of assets under management in the Supplemental Operating Data table.
(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.
---	---

​

14

​

First quarter 2022 Earnings Release

​

ADJUSTED FINANCIAL METRIC RECONCILIATION TO GAAP

Unaudited

​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
​	Quarterly Trends														​
​	​	​	​	​	​	​	​	​	​	​	​	​	​	​	​
(in thousands)	Q1 2022		​	Q4 2021		​	Q3 2021		​	Q2 2021		​	Q1 2021		​
Reconciliation of Walker & Dunlop Net Income to Adjusted EBITDA						​	​	​	​	​	​	​	​	​	​
Walker & Dunlop Net Income	$	71,209	​	$	79,931	​	$	71,721	​	$	56,058	​	$	58,052	​
Income tax expense		19,460	​		30,117	​		22,953	​		18,240	​		15,118	​
Interest expense on corporate debt		6,405	​		2,690	​		1,766	​		1,760	​		1,765	​
Amortization and depreciation		56,152	​		61,405	​		53,498	​		48,510	​		46,871	​
Provision (benefit) for credit losses	​	(9,498)	​	​	1,093	​	​	1,266	​	​	(4,326)	​	​	(11,320)	​
Net write-offs	​	—	​	​	—	​	​	—	​	​	—	​	​	—	​
Stock-based compensation expense	​	11,279	​	​	9,637	​	​	10,708	​	​	8,121	​	​	8,116	​
Gain from revaluation of previously held equity-method investment	​	(39,641)	​	​	—	​	​	—	​	​	—	​	​	—	​
Unamortized issuance costs from corporate debt retirement	​	—	​	​	2,673	​	​	—	​	​	—	​	​	—	​
Fair value of expected net cash flows from servicing, net	​	(52,730)	​	​	(77,879)	​	​	(89,482)	​	​	(61,849)	​	​	(57,935)	​
Adjusted EBITDA	$	62,636	​	$	109,667	​	$	72,430	​	$	66,514	​	$	60,667	​

​

​

​

​

​

15

​

First quarter 2022 Earnings Release

​

ADJUSTED FINANCIAL METRIC RECONCILIATION TO GAAP BY SEGMENT

Unaudited

​	​	​	​	​	​
​	​	​	​	​	​
​	Capital Markets
(in thousands)	Q1 2022		​	Q1 2021
Reconciliation of Walker & Dunlop Net Income to Adjusted EBITDA
Walker & Dunlop Net Income	$	46,560	​	$	56,118
Income tax expense	​	12,847	​	​	14,615
Interest expense on corporate debt		—	​		—
Amortization and depreciation	​	—	​	​	521
Provision (benefit) for credit losses	​	—	​	​	—
Net write-offs	​	—	​	​	—
Stock-based compensation expense	​	4,579	​	​	3,812
Gain from revaluation of previously held equity-method investment	​	—	​	​	—
Unamortized issuance costs from corporate debt retirement	​	—	​	​	—
Fair value of expected net cash flows from servicing, net		(52,730)	​		(57,935)
Adjusted EBITDA	$	11,256	​	$	17,131
​	​	​	​	​	​
​	Servicing & Asset Management
(in thousands)	Q1 2022		​	Q1 2021
Reconciliation of Walker & Dunlop Net Income to Adjusted EBITDA
Walker & Dunlop Net Income	$	32,716	​	$	27,565
Income tax expense	​	8,839	​	​	7,178
Interest expense on corporate debt	​	—	​	​	—
Amortization and depreciation	​	54,931	​	​	45,378
Provision (benefit) for credit losses	​	(9,498)	​	​	(11,320)
Net write-offs	​	—	​	​	—
Stock-based compensation expense	​	785	​	​	618
Gain from revaluation of previously held equity-method investment	​	—	​	​	—
Unamortized issuance costs from corporate debt retirement	​	—	​	​	—
Fair value of expected net cash flows from servicing, net	​	—	​	​	—
Adjusted EBITDA	$	87,773	​	$	69,419
​	​	​	​	​	​
​	Corporate
(in thousands)	Q1 2022		​	Q1 2021
Reconciliation of Walker & Dunlop Net Income to Adjusted EBITDA
Walker & Dunlop Net Income	$	(8,067)	​	$	(25,631)
Income tax expense	​	(2,226)	​	​	(6,675)
Interest expense on corporate debt		6,405	​	​	1,765
Amortization and depreciation	​	1,221	​	​	972
Provision (benefit) for credit losses	​	—	​	​	—
Net write-offs	​	—	​	​	—
Stock-based compensation expense	​	5,915	​	​	3,686
Gain from revaluation of previously held equity-method investment	​	(39,641)	​	​	—
Unamortized issuance costs from corporate debt retirement	​	—	​	​	—
Fair value of expected net cash flows from servicing, net	​	—	​	​	—
Adjusted EBITDA	$	(36,393)	​	$	(25,883)
​	​	​	​	​	​

​

16

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