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 OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Bailey Steven Richard
  2. Issuer Name and Ticker or Trading Symbol
PennyMac Financial Services, Inc. [PFSI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Servicing Officer
(Last)
(First)
(Middle)
C/O PENNYMAC FINANCIAL SERVICES, INC., 3043 TOWNSGATE ROAD
3. Date of Earliest Transaction (Month/Day/Year)
09/16/2024
(Street)

WESTLAKE VILLAGE, CA 91361
4. If Amendment, Date Original Filed (Month/Day/Year)
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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 09/16/2024   M   4,312 A $ 58.85 18,982 (1) D  
Common Stock 09/16/2024   M   2,962 A $ 57.1 21,944 (2) D  
Common Stock 09/16/2024   M   4,627 A $ 57.1 26,571 (3) D  
Common Stock 09/16/2024   M   2,229 A $ 60.74 28,800 (4) D  
Common Stock 09/16/2024   S   10,265 D $ 116.7005 (5) 18,535 D  
Common Stock 09/16/2024   S   3,865 D $ 117.3722 (6) 14,670 D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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
(Month/Day/Year)
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
Nonstatutory Stock Option (Right to Buy) $ 58.85 09/16/2024   M     4,312 02/25/2022 02/24/2031 Common Stock 4,312 $ 0 0 D  
Nonstatutory Stock Option (Right to Buy) $ 57.1 09/16/2024   M     2,962 02/23/2023 02/22/2032 Common Stock 2,962 (7) $ 0 12,218 D  
Nonstatutory Stock Option (Right to Buy) $ 57.1 09/16/2024   M     4,627 02/23/2023 02/22/2032 Common Stock 4,627 (8) $ 0 7,591 D  
Nonstatutory Stock Option (Right to Buy) $ 60.74 09/16/2024   M     2,229 02/24/2024 02/23/2033 Common Stock 2,229 (9) $ 0 4,459 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Bailey Steven Richard
C/O PENNYMAC FINANCIAL SERVICES, INC.
3043 TOWNSGATE ROAD
WESTLAKE VILLAGE, CA 91361
      Chief Servicing Officer  

Signatures

 /s/ Derek W. Stark, attorney-in-fact for Mr. Bailey   09/18/2024
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) The reported amount consists of 6,462 restricted stock units and 12,520 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.
(2) The reported amount consists of 6,462 restricted stock units and 15,482 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.
(3) The reported amount consists of 6,462 restricted stock units and 20,109 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.
(4) The reported amount consists of 6,462 restricted stock units and 22,338 shares of Common Stock. The restricted stock units are to be settled in an equal number of shares of Common Stock upon vesting.
(5) The price reported is the weighted average price of multiple transactions ranging from $116.22 to $117.19. The reporting person hereby undertakes to provide upon request to the SEC, the Issuer or a security holder of the Issuer the number of Common Stock and the prices at which the transactions were effected.
(6) The price reported is the weighted average price of multiple transactions ranging from $117.27 to $117.60. The reporting person hereby undertakes to provide upon request to the SEC, the Issuer or a security holder of the Issuer the number of Common Stock and the prices at which the transactions were effected.
(7) This nonstatutory stock option to purchase shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of February 23, 2023, 2024 and 2025, subject to the Reporting Person's continued service through each date.
(8) This nonstatutory stock option to purchase shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of February 23, 2023, 2024 and 2025, subject to the Reporting Person's continued service through each date.
(9) This nonstatutory stock option to purchase shares of Common Stock of the Issuer will vest as to one-third of the optioned shares on each of February 24, 2024, 2025 and 2026, subject to the Reporting Person's continued service through each date.

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