Sec Form 4 Filing - Cook Patricia @ WALTER INVESTMENT MANAGEMENT CORP - 2013-11-04

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Cook Patricia
2. Issuer Name and Ticker or Trading Symbol
WALTER INVESTMENT MANAGEMENT CORP [ WAC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President, Ditech Holdings
(Last) (First) (Middle)
C/O WALTER INVESTMENT MANAGEMENT CORP., 3000 BAYPORT DRIVE, SUITE 1100
3. Date of Earliest Transaction (MM/DD/YY)
11/04/2013
(Street)
TAMPA, FL33607
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/04/2013 S 40 D $ 36.915 32,161 D
Common Stock 11/04/2013 S 328 D $ 36.92 31,833 D
Common Stock 11/04/2013 S 113 D $ 36.93 31,720 D
Common Stock 11/04/2013 S 40 D $ 36.935 31,680 D
Common Stock 11/04/2013 S 40 D $ 36.94 31,640 D
Common Stock 11/04/2013 S 400 D $ 36.95 31,240 D
Common Stock 11/04/2013 S 320 D $ 36.9538 30,920 D
Common Stock 11/04/2013 S 280 D $ 36.96 30,640 D
Common Stock 11/04/2013 S 200 D $ 36.97 30,440 D
Common Stock 11/04/2013 S 40 D $ 36.975 30,400 D
Common Stock 11/04/2013 S 120 D $ 36.98 30,280 D
Common Stock 11/04/2013 S 80 D $ 36.985 30,200 D
Common Stock 11/04/2013 S 40 D $ 36.99 30,160 D
Common Stock 11/04/2013 S 1,160 D $ 37 29,000 D
Common Stock 11/04/2013 S 200 D $ 37.01 28,800 D
Common Stock 11/04/2013 S 400 D $ 37.02 28,400 D
Common Stock 11/04/2013 S 280 D $ 37.025 28,120 D
Common Stock 11/04/2013 S 120 D $ 37.03 28,000 D
Common Stock 11/04/2013 S 200 D $ 37.04 27,800 D
Common Stock 11/04/2013 S 120 D $ 37.05 27,680 D
Common Stock 11/04/2013 S 280 D $ 37.06 27,400 D
Common Stock 11/04/2013 S 200 D $ 37.07 27,200 D
Common Stock 11/04/2013 S 440 D $ 37.08 26,760 D
Common Stock 11/04/2013 S 40 D $ 37.09 26,720 D
Common Stock 11/04/2013 S 40 D $ 37.1 26,680 D
Common Stock 11/04/2013 S 80 D $ 37.11 26,600 D
Common Stock 11/04/2013 S 40 D $ 37.12 26,560 D
Common Stock 11/04/2013 S 40 D $ 37.21 26,520 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Cook Patricia
C/O WALTER INVESTMENT MANAGEMENT CORP.
3000 BAYPORT DRIVE, SUITE 1100
TAMPA, FL33607
President, Ditech Holdings
Signatures
/s/ Stuart D. Boyd as Attorney-in-fact for Ms. Cook 11/06/2013
Signature of Reporting Person Date
Explanation of Responses:

Remarks:
On November 1, 2011 the Reporting Person received 40,000 restricted stock units ("RSUs") corresponding to notional sharesof common stock under the Issuer's 2011 Omnibus Incentive Plan. The restrictions on 20,000 of these RSUs lapsed on November 1, 2013. On August 19, 2013 the Reporting Person entered into a Rule 10b5-1 Plan pursuant to which the Reporting Person scheduled the saleof the shares of Company stock reflected in this Form 4.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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