Bloom Retirement Holdings Inc. - Mar 31, 2023 Form 3 Insider Report for Finance of America Companies Inc. (FOA)

Role: 10%+ Owner
Signature: Bloom Retirement Holdings Inc., By: /s/ Reza Jahangiri, its majority shareholder
Stock symbol: FOA
Transactions as of: Mar 31, 2023
Transactions value $: $0
Form type: 3
Date filed: 4/10/2023, 04:05 PM
Next filing: Jan 3, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	FOA	Class B Common Stock						1	Mar 31, 2023	See footnote	F1

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
holding	FOA	LLC Units of Finance of America Equity Capital LLC							Mar 31, 2023	Class A Common Stock	33.9M		See footnote	F1, F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Bloom Retirement Holdings Inc. (formerly known as American Advisors Group) is the record holder of the securities reported herein. Reza Jahangiri is the majority shareholder of Bloom Retirement Holdings Inc. As such, Mr. Jahangiri may be deemed to share voting and dispositive power over the securities held by Bloom Retirement Holdings Inc.
F2	Each limited liability company unit of Finance of America Equity Capital LLC (the "FOAEC Unit") is exchangeable for one share of Class A Common Stock of the Issuer at the option of the holder. The FOAEC Units do not expire.
F3	Represents the maximum number of FOAEC Units that may be issued pursuant to the Asset Purchase Agreement, dated as of December 6, 2022 (as amended, including by the Amendment Agreement, dated as of March 31, 2023, the "Asset Purchase Agreement"). On the Closing Date, Bloom Retirement Holdings Inc. was issued 19,692,990 FOAEC Units. Under the Asset Purchase Agreement, Bloom Retirement Holdings Inc. will be issued FOAEC Units only to the extent that its ownership does not exceed 9.49% of the outstanding shares of the Issuer's Class A Common Stock (giving effect to the deemed exchange of all outstanding FOAEC Units) until, among other conditions, certain consents, approvals, authorizations and waivers are satisfied.