Graham Fleming - Sep 29, 2021 Form 4 Insider Report for Finance of America Companies Inc. (FOA)

Role
President
Signature
/s/ Tracy Lowe, as Attorney-in-Fact
Stock symbol
FOA
Transactions as of
Sep 29, 2021
Transactions value $
-$814,996
Form type
4
Date filed
10/1/2021, 05:40 PM
Previous filing
Aug 23, 2021
Next filing
Mar 8, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction FOA Class A Common Stock Options Exercise +36.9K 36.9K Sep 29, 2021 By Corp F1, F2, F3
transaction FOA Class A Common Stock Disposed to Issuer $0 -36.9K -100% $0.00* 0 Sep 29, 2021 By Corp F2, F3
transaction FOA Class A Common Stock Options Exercise +327K 327K Sep 29, 2021 Direct F4
transaction FOA Class A Common Stock Tax liability -$815K -162K -49.58% $5.03 165K Sep 29, 2021 Direct F5
holding FOA Class A Common Stock 20K Sep 29, 2021 By Trust

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction FOA LLC Units of Finance of America Equity Capital LLC Options Exercise $0 -36.9K -2.75% $0.00 1.3M Sep 29, 2021 Class A Common Stock 36.9K By Corp F1, F2, F3
transaction FOA Restricted Stock Units Options Exercise $0 -327K -25% $0.00 980K Sep 29, 2021 Class A Common Stock 327K Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the terms of an exchange agreement, dated as of April 1, 2021, limited liability company units of Finance of America Equity Capital LLC ("FOA Units") held by the Reporting Person are exchangeable for shares of the Issuer's Class A common stock ("Class A Common Stock") on a one-for-one basis. These exchange rights do not expire.
F2 Pursuant to the LTIP Award Settlement Agreement (the "LTIP Award Settlement Agreement"), dated as of October 12, 2020, by and among the Issuer, the and certain equityholders of the Issuer and Finance of America Equity Capital LLC, such equityholders are obligated to deliver a number of shares of Class A Common Stock (either held or acquired upon conversion of FOA Units) to the Issuer in connection with the settlement of awards of restricted stock units granted by the Issuer. On September 29, 2021, in connection with the Issuer's settlement of restricted stock units into shares of Class A Common Stock, the Reporting Person converted certain FOA Units and delivered certain shares of Class A Common Stock to the Issuer pursuant to the LTIP Award Settlement Agreement.
F3 The Reporting Person previously reported beneficially owning FOA Units indirectly through ownership of limited liability company units of UFG Management Holdings LLC. In connection with an internal restructuring, UFG Management Holdings LLC dissolved, distributing all of the FOA Units held by it to its equity owners in a pro rata in-kind distribution, and the Reporting Persons now owns such FOA Units indirectly through a wholly-owned corporation.
F4 Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock. The restricted stock units will be settled in either Class A Common Stock or cash (or a combination thereof) at the discretion of the Issuer's compensation committee.The remaining restricted stock units vest in equal installments on each of the first three anniversaries of April 1, 2021, subject to each holder's continued employment or good leaver termination, in each case, as further described in the LTIP Award Settlement Agreement.
F5 Represents the withholding of shares of Class A Common Stock in connection with the settlement of restricted stock units.