NMSI, Inc. processed more than $11.1 billion in home loans over two years, then turned around and tried to claim it could not calculate what it owed two of the executives who ran the operation generating that money.
The Revenue Share Gutting: Before vs. After
NMSI unilaterally moved the goalposts from a 75% guaranteed revenue share to a sliding scale of 25%–40%, without a valid written contract modification. The court found this constituted probable breach of contract.
The Company, The Contracts, And The Executives They Cheated
NMSI, Inc. is a residential mortgage lender licensed in 26 states, with six regional fulfillment centers across the United States and a branch in South Korea. In 2020 alone, NMSI funded $5.5 billion (equivalent to more than the annual budget of entire mid-sized American cities) in home loans. In 2021, that number climbed to $5.6 billion (enough to buy and fully renovate roughly 37,000 average American homes).
Danny Chung was NMSI’s Chief Marketing Officer. Julie Park was its Executive Vice President. Both operated out of the Brea, California office, where they were jointly responsible for running the branch, including hiring staff and paying operating expenses out of the revenue they generated.
In January 2019, NMSI signed Chung and Park to nearly identical employment agreements that promised them a combined 75 percent of the net revenue generated by loans the Brea office originated, provided that net revenue cleared the $90,000 threshold. This was the deal. It was in writing. And it had explicit anti-modification language built into it at multiple points.
The Contract Said What It Said
The 2019 agreements were fully integrated contracts, meaning the written document was the final and complete record of the deal. The contracts contained explicit clauses that said any modification required a written agreement signed by both parties. Section 24.5 stated the agreement “shall not be terminated or amended, except in a writing executed by the parties hereto.” Section 24.13 reiterated that the agreement “may be modified only by a further writing that is duly executed by both parties.”
NMSI signed those clauses. NMSI accepted those terms. Then, less than a year later, NMSI’s CEO decided those terms were inconvenient.
The CEO Tried To Rewrite A $9 Million Contract With An Email
In September 2019, NMSI CEO Jae Chong first floated the idea of changing the compensation structure. He later claimed Danny Chung verbally agreed to the new terms over a conversation. As supposed proof of that agreement, Chong sent a single email on October 22, 2019, written in Korean, that he claimed summarized the new terms: a sliding scale that would slash Park and Chung’s share from 75 percent down to between 25 and 40 percent.
Chung replied the following day, also in Korean, with a message that included the phrase “All agreed.” NMSI treated this as a binding contract modification and immediately started paying Park and Chung at the reduced rate beginning in January 2020.
There was one major problem. Chung’s reply also asked a follow-up clarifying question about how the new profit-and-loss timeline would work, specifically whether the “loan purchase date in the P&L will be January.” Courts found that asking a follow-up question about unresolved terms does not look like someone who just signed a final deal. It looks like someone still in the middle of negotiations.
— Los Angeles County Superior Court findings, affirmed on appeal
An Email Signature Is Not A Contract Signature
NMSI pushed the argument that Chung’s full name, title, phone numbers, email address, and webpage URL appearing at the bottom of his reply email constituted a valid electronic signature under California’s Uniform Electronic Transactions Act. This is the argument that NMSI used to try to cut two executives out of millions of dollars they earned.
The court rejected it directly. Under the UETA, an electronic signature requires evidence that the person intended to sign an electronic record. The court found Chung did not demonstrate that intent. His name appearing in a standard email signature block is exactly that: a signature block that auto-populates on every email, not a deliberate act of contract execution.
The court also found that even if Chung had somehow agreed to something, he had no authority to agree on Julie Park’s behalf. Park had repeatedly told Chong that Chung was not authorized to negotiate for her. The court confirmed that finding, calling it a separate and independent reason why no valid modification occurred for Park’s contract.
They Kept Taking Less Money While Contesting The Change
Starting in January 2020, NMSI began paying Park and Chung at the reduced sliding-scale rate. Chung immediately notified NMSI’s accounting department that neither he nor Park had agreed to the modification. NMSI kept paying them less anyway.
Then, in August 2020, NMSI went further. The company refused to share revenues generated by loan servicing and the sale of servicing rights, cutting the executives out of an entire revenue category their contracts explicitly covered. By the time NMSI terminated Park and Chung on January 14, 2021, the company had been systematically underpaying them for over a year.
How The $7.19 Million Court Order Breaks Down
The court ordered $7.19M frozen. The bulk ($6.68M) represents underpaid profit-sharing. An additional ~$2.4M in KVOE loan compensation was disputed and excluded. NMSI may owe even more at trial.
The Non-Financial Ledger: What The Numbers Can’t Capture
Julie Park and Danny Chung were two senior executives who committed to building a mortgage branch from the ground up under the terms of a contract their employer agreed to in writing. They hired the staff. They managed the operations. They covered the overhead costs including rent, utilities, taxes, and payroll out of the revenue the branch generated. They were, for all practical purposes, running a business inside a business, with a clear financial arrangement spelling out exactly what they would receive in return.
Starting in January 2020, they began receiving less money than their contracts said they were owed. Chung immediately went to NMSI’s accounting department and told them explicitly that neither he nor Park had agreed to any change. The company heard him. The company kept paying less anyway. That is what it looks like when a corporation decides the rules apply to workers but not to itself.
For over a year, Park and Chung showed up to work, managed a branch processing hundreds of millions of dollars in mortgage transactions, and received a fraction of the compensation their written agreements guaranteed them. They continued fulfilling every obligation their contracts required while the company that held those contracts quietly pocketed the difference. The gap between what they earned and what NMSI paid them was not a rounding error. The court’s math produced a documented underpayment of $6,681,150.82 (enough to fully pay off the mortgages of roughly 45 average American homeowners) on the core profit-sharing claim alone.
When NMSI fired Park and Chung in January 2021, the apparent retaliation did not stop with them. According to the lawsuit, NMSI then began withholding commissions from two other loan originators, Mike Koh and Ryan Kim, for what the complaint described as “no apparent reason other than their long-time association” with Park and Chung. This detail matters beyond the legal record. It means that when these executives pushed back, the company allegedly made sure the people around them paid a price too. That is the kind of behavior that teaches everyone else in a workplace to keep their heads down and accept whatever they are given.
Park and Chung chose to fight. They filed suit in November 2021 and pushed for an emergency asset freeze before NMSI could move the money. They had to post a $10,000 undertaking each as a condition of the attachment order, essentially putting up their own money as collateral just to secure a legal hold on compensation they had already earned and the company had already failed to pay. The system required them to take on financial risk to collect a debt that a court later described as probably valid.
What the financial ledger cannot record is the specific weight of being an executive, a professional, a skilled operator who builds real value for a company, and then discovering that the company views the contract protecting your compensation as a starting point for negotiation rather than a binding obligation. The breach here was not just financial. It was a violation of the professional trust that makes it possible for any employer-employee relationship to function at all.
Legal Receipts: In Their Own Words
“If the proper 75% split had been applied to the net revenue amounts calculated by NMSI for 2020 and 2021, [Park and Chung] would have received over $9 million additional dollars. Of that amount, $7.5 million should have been paid in 2020, and $1.8 million should have been paid in 2021.” — Verified First Amended Complaint, Park, Chung, Koh and Kim v. NMSI, Inc., filed January 7, 2022
“I never intended to waive the requirement in my branch manager agreement that any modifications to the agreed-upon terms be made only pursuant to an executed written agreement, nor did I ever sign anything in the writing modifying my branch manager agreement.” — Declaration of Danny Chung, submitted in support of Right to Attach Order application, 2022
“I have repeatedly informed Jae Chong that Mr. Chung was not authorized to negotiate on my behalf.” — Declaration of Julie Park, submitted in support of Right to Attach Order application, 2022
“NMSI did not provide any responsive declarations about damages or argue that Park’s calculations of damages under the profit-sharing plan from the January 2019 agreement are inaccurate.” — Los Angeles County Superior Court findings, affirmed by California Court of Appeal, 2023. NMSI had every opportunity to challenge the math. It did not.
“This agreement constitutes the entire understanding between the parties hereto . . . and shall not be terminated . . . or amended, except in a writing executed by the parties hereto.” — Section 24.5, 2019 Branch Manager/Sales Manager Employment Agreements, NMSI, Inc. This language appeared twice in the contracts, at Section 24.5 and again at Section 24.13. NMSI argued these clauses meant nothing.
“Attributing the name on an e-mail to a particular person and determining that the printed name is ‘[t]he act of [this] person’ is a necessary prerequisite but is insufficient, by itself, to establish that it is an ‘electronic signature.'” — J.B.B. Investment Partners, Ltd. v. Fair (2014), California Court of Appeal, cited as controlling authority in the NMSI ruling. The bar for an electronic contract modification is higher than an auto-populated email footer.
Societal Impact Mapping: The Bigger Picture
Economic Inequality: When The Powerful Use Fine Print Against Their Own People
The NMSI case is a textbook illustration of how large corporations weaponize legal ambiguity against the very employees whose work generates the company’s revenue. Park and Chung were responsible for branch operations at a lender that moved $11.1 billion in home loans over two years. Their labor produced measurable, documented, enormous value. Their compensation was explicitly tied to that value by a contract NMSI signed. Then NMSI decided it wanted to keep more of the money their work created.
The mechanism NMSI used was not dramatic. It was a casual email, a claim of oral agreement, and an argument that continued employment constitutes consent to new terms. This is the kind of slow-motion wage theft that most workers never have the resources to fight. Park and Chung were senior executives with the legal sophistication and financial resources to pursue a lawsuit and push for a prejudgment asset freeze. The average mortgage processor, loan originator, or branch staffer at NMSI does not have those options. The same logic that let NMSI reduce Park and Chung’s compensation without a valid written agreement is the logic that allows companies across the industry to quietly revise commission structures, alter bonus formulas, and reclassify revenue categories for employees who have no realistic way to challenge it.
The court’s order to freeze $7,192,607.16 (enough to fund a year’s worth of groceries for roughly 1,600 American families) is significant precisely because it is rare. Asset freezes before trial require executives to have documented everything, to calculate damages clearly, and to survive corporate opposition in court. Most workers who experience this kind of systematic underpayment never get a prejudgment attachment order. They get a smaller paycheck and a choice between accepting it or losing their job entirely.
Public Health: The Compounding Stress of Wage Disputes at Scale
The source record in this case does not document physical health outcomes, and this reporting will not invent them. What the record does document is the structure of a dispute that began when NMSI started reducing compensation in January 2020, during the early months of a global pandemic. Park and Chung spent over a year working under a contract they believed was being violated, notifying their employer’s accounting department, receiving no correction, and continuing to perform their jobs. The psychological weight of that position, knowing money owed to you is being withheld, documenting the discrepancy, filing legal action, and awaiting resolution across years of litigation, is a real cost that courts do not calculate and financial settlements do not fully address.
The mortgage industry operates on the financial stability of the professionals who process and originate loans. When lenders systematically suppress compensation for branch leadership, the ripple effect reaches the staff those leaders hire, the loan originators whose commissions depend on branch performance metrics, and the borrowers whose loan experience is shaped by the morale and capacity of the people processing their applications. The case record shows NMSI allegedly extended its retaliation to Koh and Kim, withholding their commissions after the lawsuit was filed. The human cost of that is not measured in the court’s attachment order.
NMSI funded $11.1 billion in home loans across 2020 and 2021. That is more than the combined annual income of approximately 183,000 average American workers. The company that moved that much money argued in court that it could not clearly calculate what it owed two of its senior executives for generating it. The court found that argument unpersuasive.
Total documented underpayment claim: $9,624,329.39 (roughly 0.087% of two years of funded loan volume). That was the cost of keeping the deal they signed.
What Now: Who To Watch And What To Do
The People And Entities Involved
- Jae Chong — CEO of NMSI, Inc. Personally named as a defendant in the original complaint. He sent the email NMSI used to claim a contract modification occurred. His own declaration was rejected by the court as less persuasive than Park’s.
- NMSI, Inc. — Residential mortgage lender, 26-state license footprint. The company that processed $11.1 billion in loans and fought in court rather than pay its executives what their contracts guaranteed.
- Julie Park — Executive Vice President, Brea office. Named plaintiff. Her financial calculations, which NMSI chose not to rebut with its own numbers, formed the basis of the court’s damage findings.
- Danny Chung — Chief Marketing Officer. Named plaintiff. His immediate objection to the reduced pay, filed with NMSI accounting, is a key piece of evidence that the company knew the modification was contested.
Regulatory Bodies With Jurisdiction Over This Conduct
- California Department of Financial Protection and Innovation (DFPI) — Licenses and oversees residential mortgage lenders operating in California, including NMSI. Wage and compensation disputes in the mortgage sector fall within its oversight scope.
- Consumer Financial Protection Bureau (CFPB) — Oversees mortgage lenders at the federal level. Compensation suppression schemes that affect loan originator incentive structures can intersect with CFPB enforcement authority under the Loan Originator Rule.
- California Labor Commissioner’s Office — Has jurisdiction over wage theft claims, including commission and bonus disputes for employees working in California. The plaintiffs also filed causes of action for failure to pay wages.
- Department of Labor (DOL) — Federal agency with authority over wage and hour violations, particularly in industries with complex commission and revenue-sharing structures.
What You Can Actually Do
If you work in mortgage, finance, real estate, or any commission-based industry, get your compensation agreement in writing. Read every modification clause. If your employer asks you to agree to a pay cut verbally or over email, that is the moment to slow down and demand a countersigned written amendment before anything changes. Document every discrepancy immediately and in writing, the way Chung did when he contacted NMSI’s accounting department in January 2020. That paper trail is what cases get built on.
Connect with your local workers’ center or labor rights organization. Many offer free wage theft clinics and can help you understand whether your employer’s compensation changes are legal. Organizations like the National Employment Law Project (NELP) track patterns of wage suppression across industries and can point you toward legal resources. If you are in the mortgage sector specifically, the CFPB has a complaint portal where you can document employer conduct that may violate originator compensation rules. Use it. These complaints generate the data that drives enforcement.
Support mutual aid networks in your region. Workers who are fighting compensation disputes often spend months or years without the income they were promised. Local mutual aid funds, community bail funds, and worker solidarity networks provide the material support that makes it possible for people to stay in a legal fight rather than accept a bad deal because they cannot afford to wait for justice. Find yours. Fund it if you can. Use it if you need it.
The source document for this investigation is attached below.
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