The following tables presents financing liabilities carried at fair value which include pledged MSR liabilities recorded in connection with MSR transfers that do not qualify for sale accounting, liabilities of consolidated mortgage-backed securitization trusts and MSR excess servicing spread (ESS) financing liability carried at fair value (see Note 13 — Borrowings for ESS financing liability carried at amortized cost).


			Outstanding Balance at December 31,
Borrowing Type	Collateral	Maturity	2022		2021
MSR transfers not qualifying for sale accounting (1):
Original Rights to MSRs Agreements, at fair value - Rithm	MSRs	(1)	$	601.2	$	558.9
Pledged MSR liability, at fair value - MAV	MSRs	(1)	329.8		238.1
Pledged MSR liability, at fair value - Others	MSRs	(1)	0.7		—
			931.7		797.1
Financing liability - Owed to securitization investors, at fair value: Residential Asset Securitization Trust 2003-A11 (RAST 2003-A11) (2)	Loans held for investment	October 2033	6.7		7.9
ESS financing liability, at fair value (3)	MSRs (3)	(3)	199.0		—
Total Other financing liabilities, at fair value			$	1,137.4	$	805.0

(1)MSRs transferred or sold in transactions which do not qualify for sale accounting treatment are accounted for as secured financings. Until such time as the transaction qualifies as a sale for accounting purposes, we continue to recognize the MSRs and the related financing liability (referred as Pledged MSR liability) on our consolidated balance sheets, as well as the full amount of servicing fee collected as revenue and the servicing fee remitted as Pledged MSR liability expense in our consolidated statements of operations. Fair

(3)Consists of the obligation to remit to a third party a specified percentage of future servicing fee collections (servicing spread) on reference pools of MSRs, which we are entitled to as owner of the related MSRs. The servicing spread remittance is reported in Pledged MSR liability expense and fair value gains and losses of the ESS financing liability are reported in MSR valuation adjustment, net.


	Year Ended December 31, 2022
Pledged MSR Liability	Rithm and Others		MAV (1)		Total
Beginning balance	$	558.9	$	238.1	$	797.1
Additions	0.6		85.6		86.3
Changes in fair value due to input and assumptions	113.8		78.3		192.1
Runoff and settlement	(70.9)		(33.2)		(104.1)
Fair value (gain) loss (4)	43.0		45.1		88.0
Derecognition of financing liability (2)	—		(39.0)		(39.0)
Calls (3)	(0.7)		—		(0.7)
Ending balance	$	601.9	$	329.8	$	931.7


	Year Ended December 31, 2021
Pledged MSR Liability	Rithm Original Rights to MSRs Agreements		MAV (1)		Total
Beginning balance	$	567.0	$	—	$	567.0
Additions	—		250.0		250.0



Changes in fair value due to inputs and assumptions	82.3		(4.3)		77.9



Runoff and settlement	(81.8)		(7.5)		(89.4)
Fair value (gain) loss	0.5		(11.9)		(11.4)




Calls (3)	(8.5)		—		(8.5)



Ending balance	$	558.9	$	238.1	$	797.1


	Year Ended December 31, 2020
	Rithm
Pledged MSR Liability	Original Rights to MSRs Agreements		2017 Agreements and New RMSR Agreements		PMC MSR Agreements		Total
Beginning balance	$	603.0	$	35.4	$	312.1	$	950.6

Sales	—		—		(0.2)		(0.2)
Changes in fair value due to inputs and assumptions	36.1		0.9		(40.7)		(3.8)



Runoff and settlement	(70.4)		(35.1)		(7.5)		(113.0)
Fair value (gain) loss	(34.3)		(34.2)		(48.2)		(116.8)



Derecognition of financing liability due to termination of PMC Agreement (5)	—		—		(263.7)		(263.7)
Calls (3)	(1.8)		(1.2)		—		(3.0)



Ending balance	$	567.0	$	—	$	—	$	567.0

(1)The fair value of the Pledged MSR liability differs from the fair value of the associated transferred MSR asset mostly due to the portion of ancillary income that is retained by PMC (shared between PMC and MAV) and other contractual cash flows under the terms of the subservicing agreement.

(3)Represents the carrying value of MSRs in connection with call rights exercised by Rithm, for MSRs transferred to Rithm under the 2017 Agreements and New RMSR Agreements, or by Ocwen at Rithm’s direction, for MSRs underlying the Original Rights to MSRs Agreements (as defined below). Ocwen derecognizes the MSRs and the related financing liability upon collapse of the securitization.

(4)The changes in fair value of the MAV Pledged MSR Liability include a $14.1 million loss associated with the amendment to the MAV Subservicing Agreement in March 2022, resulting in lower contractually ancillary income retained by PMC. See Note 11 — Investment in Equity Method Investee and Related Party Transactions.

(5)On February 20, 2020, we received a notice of termination from Rithm with respect to a portfolio (referred as the PMC MSR Agreements). The MSRs and the Rights to MSRs associated with these loans, representing $34.2 billion of UPB, were derecognized from our balance sheet without any gain or loss on derecognition.


	Year Ended December 31, 2022
	Rithm and Others		MAV		Total
Servicing fees collected on behalf of third party	$	255.0	$	67.5	$	322.5
Less: Subservicing fee retained	(74.0)		(8.8)		(82.8)
Ancillary fee/income and other settlement (incl. expense reimbursement)	5.7		0.4		6.1
Transferred MSR net servicing fee remittance	$	186.7	$	59.1	245.9
ESS servicing spread remittance					9.1
Pledged MSR liability expense					$	255.0


	Year Ended December 31, 2021						Year Ended December 31, 2020 (Rithm only)
	Rithm		MAV		Total
Servicing fees collected on behalf of third party	$	304.2	14.2		$	318.4	$	383.7
Less: Subservicing fee retained	(88.4)		(2.0)		(90.4)		(104.8)
Ancillary and other settlement (1)	(11.1)		4.4		(6.7)		(9.7)







Pledged MSR liability expense	$	204.7	$	16.6	$	221.3	$	269.1

In 2021 and 2022, PMC entered into agreements to sell MSR portfolios to MAV, on a bulk and flow basis. PMC has been retained as subservicer for the sold portfolio in accordance with the terms of the subservicing agreement entered into on May 3, 2021. The transactions do not qualify for sale accounting treatment primarily due to the termination restrictions of the subservicing agreement. See Note 11 — Investment in Equity Method Investee and Related Party Transactions.

Starting in 2012, Ocwen and PMC entered into agreements to sell MSRs or Rights to MSRs and the related servicing advances to Rithm (formerly NRZ), and in all cases have been retained by Rithm as subservicer. Due to the length of the non-cancellable term of the subservicing agreements, the transactions do not qualify for sale accounting treatment. In the case of Rights to MSRs transactions with Rithm, legal title was retained by Ocwen, causing the transactions to be accounted for as secured financings.

Prior to the transfer of legal title under the Master Servicing Rights Purchase Agreement dated as of October 1, 2012, as amended, and certain Sale Supplements, as amended (collectively, the Original Rights to MSRs Agreements), Ocwen agreed to service the mortgage loans underlying the MSRs on the economic terms set forth in the Original Rights to MSRs Agreements. After the transfer of legal title as contemplated under the Original Rights to MSRs Agreements, Ocwen was to service the mortgage loans underlying the MSRs as subservicer on substantially the same economic terms.

On July 23, 2017 and January 18, 2018, we entered into a series of agreements with Rithm that collectively modify the arrangements set forth in the Original Rights to MSRs Agreements. The July 23, 2017 agreements, as amended, include a Master Agreement, a Transfer Agreement and the Subservicing Agreement between Ocwen and New Residential Mortgage

LLC (NRM), a subsidiary of Rithm, relating to non-agency loans (the NRM Subservicing Agreement) (collectively, the 2017 Agreements) pursuant to which the parties agreed, among other things, to undertake certain actions to facilitate the transfer from Ocwen to Rithm of Ocwen’s legal title to the remaining MSRs that were subject to the Original Rights to MSRs Agreements and under which Ocwen would subservice mortgage loans underlying the MSRs for an initial term ending in July 2022 (the Initial Term).

On January 18, 2018, the parties entered into new agreements (including a new RMSR agreement, with an attached Servicing Addendum) regarding the Rights to MSRs related to MSRs that remained subject to the Original Rights to MSRs Agreements as of January 1, 2018 and amended the Transfer Agreement (collectively, New RMSR Agreements) to accelerate the implementation of certain parts of our arrangements. Under the New RMSR Agreements, following receipt of the required consents and transfer of the MSRs, Ocwen subservices the mortgage loans underlying the transferred MSRs pursuant to the 2017 Agreements and the August 2018 subservicing agreement with NewRez LLC dba Shellpoint Mortgage Servicing (Shellpoint) described below.

On August 17, 2018, Ocwen and Rithm entered into certain amendments (i) to the New RMSR Agreements to include Shellpoint, a subsidiary of Rithm, as a party to which legal title to the MSRs could be transferred after related consents are received, (ii) to add a Subservicing Agreement between Ocwen and Shellpoint relating to non-agency loans (the Shellpoint Subservicing Agreement), (iii) to add an Agency Subservicing Agreement between Ocwen and NRM relating to agency loans (the Agency Subservicing Agreement), and (iv) to conform the New RMSR Agreements and the NRM Subservicing Agreement to certain terms of the Shellpoint Subservicing Agreement and the Agency Subservicing Agreement.

On May 2, 2022, Ocwen entered into amendments to the following three agreements with certain subsidiaries of Rithm: (a) the Shellpoint Subservicing Agreement; (b) the NRM Subservicing Agreement; and (c) the New RMSR Agreement, including the attached Servicing Addendum, dated as of January 18, 2018 with NRM, HLLS Holdings, LLC and HLSS MSR – EBO Acquisition LLC (the New RMSR Agreement or the Servicing Addendum). The amendments modified the terms of the Subservicing Agreements and the Servicing Addendum as follows: (i) the term of each Agreement was extended to December 31, 2023 (Second Term), with the Initial Term ending on May 1, 2022 and the Second Term beginning on May 2, 2022; (ii) subsequent term extensions will be automatic one-year renewals, unless Ocwen provides six months’ advance notice of termination (by July 1), or the Rithm parties provide three months’ advance notice of termination (by October 1) at the end of the then-current term as described below; and (iii) the parties will share a portion of some ancillary revenues. The amendments on May 2, 2022 do not result in the prior transfers of MSR from Ocwen to Rithm qualifying for sale accounting prior to December 31, 2023, absent any subsequent amendment.

Pursuant to the amendments noted above, the Subservicing Agreements and Servicing Addendum may be terminated by Ocwen or Rithm without cause (in effect a non-renewal) by providing notice in advance of the end of the Second Term or the end of each one-year extension of the applicable terms after the Second Term. Ocwen must provide a notice of termination by July 1, 2023, with respect to the Second Term or by July 1 of each one-year extended term after the Second Term and Rithm must provide notice by October 1, 2023 with respect to the Second Term or by October 1 of each one-year extended term after the Second Term.

As of December 31, 2022, the UPB of MSRs subject to the Servicing Agreements and the New RMSR Agreements is $49.1 billion, including $10.8 billion for which title has not transferred to Rithm and $1.9 billion for which Ocwen is subservicer and Rithm servicer of record. As the third-party consents required for title to the MSRs to transfer were not obtained by May 31, 2019, the New RMSR Agreements set forth a process under which Rithm’s $10.8 billion Rights to MSRs may (i) be acquired by Ocwen at a price determined in accordance with the terms of the New RMSR Agreements, at the option of Ocwen, or (ii) be sold, together with Ocwen’s title to those MSRs, to a third party in accordance with the terms of the New RMSR Agreements, subject to an additional Ocwen option to acquire at a price based on the winning third-party bid rather than selling to the third party. If the Rights to MSRs are not transferred pursuant to these alternatives, then the Rights to MSRs will remain subject to the New RMSR Agreements.

As stated above, Rithm has the right to terminate the $10.8 billion New RMSR Agreements for convenience, in whole but not in part, subject to approximately three months’ advance notice of termination at the end of the Second Term or the end of the then-applicable annual extended term. If Rithm exercises this termination right, Rithm has the option of seeking (i) the transfer of the MSRs through a sale to a third party of its Rights to MSRs (together with a transfer of Ocwen’s title to those MSRs) or (ii) a substitute RMSR arrangement that substantially replicates the Rights to MSRs structure (a Substitute RMSR Arrangement) under which we would transfer title to the MSRs to a successor servicer and Rithm would continue to own the economic rights and obligations related to the MSRs. In the case of option (i), we have a purchase option as specified in the New RMSR Agreements. If Rithm is not able to sell the Rights to MSRs or establish a Substitute RMSR Arrangement with another servicer, Rithm has the right to revoke its termination notice and re-instate the Servicing Addendum or to establish a subservicing arrangement whereby the MSRs remaining subject to the New RMSR Agreements would be transferred to up to three subservicers who would subservice under Ocwen’s oversight. If such a subservicing arrangement were established,