Alessandro DiNello - Dec 31, 2021 Form 4 Insider Report for FLAGSTAR BANCORP INC ((NYSE:FBC))

Signature
/s/ Jan M Klym, By Power of Attorney of Mr. DiNello
Stock symbol
(NYSE:FBC)
Transactions as of
Dec 31, 2021
Transactions value $
$0
Form type
4
Date filed
1/4/2022, 03:23 PM
Previous filing
Jun 30, 2021
Next filing
Mar 16, 2022

Transactions Table

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 (NYSE:FBC) Restricted Stock Units (XLPII32018) Options Exercise $0 -107K -100% $0.00* 0 Dec 31, 2021 Flagstar Bancorp, Inc. Common Stock 107K Direct F11, F12
transaction (NYSE:FBC) Restricted Stock Units (XLPII32018) Options Exercise $0 -107K -46.87% $0.00 121K Dec 31, 2021 Flagstar Bancorp, Inc. Common Stock 107K Direct F11, F13
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Includes .001 shares acquired on both September 15, 2021 and November 16, 2021 under the Insider's dividend reinvestment plan (rounded).
F2 Includes 14,742 shares previously held through the Flagstar 401(k) plan which where distributed to the reporting person on December 20, 2021.
F3 The reporting person acquired these shares upon the settlement of certain Performance Share Units of the issuer.
F4 These shares were surrendered to satisfy tax withholding obligations resulting from the settlement of certain Performance Share Units of issuer.
F5 These shares were surrendered to the issuer to cover the tax obligations on shares for which restrictions have lapsed.
F6 The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
F7 On the Transaction Date, the Reporting Person's wife transferred 200,000 shares from her revocable trust into an irrevocable Spousal Lifetime Access Trust (SLAT) for the benefit of the reporting person wherein the reporting person is the initial trustee and beneficiary.
F8 On the Transaction Date, the Reporting Person's wife transferred 6,400 shares from her revocable trust into an irrevocable Spousal Lifetime Access Trust (SLAT) for the benefit of the reporting person wherein the reporting person is the initial trustee and beneficiary.
F9 These shares are held in a trust for the benefit of the reporting person's grandchild. The reporting person's spouse is a co-trustee of the trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
F10 These shares are held in a charitable remainder unitrust of which the reporting person is a trustee and of which the reporting person and his wife are beneficiaries. The reporting person continues to report beneficial ownership of all of the FBC common stock held by the trust but disclaims beneficial ownership except to the extent of his and his wife's pecuniary interest therein.
F11 Each restricted stock unit represents a contingent right to receive one share of Flagstar Bancorp, Inc. Common Stock.
F12 50 percent of these Restricted Stock Units will vest if, for ninety consecutive days, the volume-weighted average price per share of Flagstar Bancorp common stock is $44.00 or more (the "Performance Hurdle"). The Performance Hurdle must be achieved within ten years of the grant date. The vested RSUs will pay out on the fourth anniversary of the grant date. The remaining 50 percent is subject to annual quality review results. If quality review results are attained the shares will vest on the fourth anniversary of the grant date. Vesting, payout and other adjustable triggering events are more fully described in the Form 8-K to be filed by Issuer on March 23, 2018.
F13 50 percent of these Restricted Stock Units will vest if, for ninety consecutive days, the volume-weighted average price per share of Flagstar Bancorp common stock is $40.00 or more (the "Performance Hurdle"). The Performance Hurdle must be achieved within ten years of the grant date. The vested RSUs will pay out on the fourth anniversary of the grant date. The remaining 50 percent is subject to annual quality review results. If quality review results are attained the shares will vest on the fourth anniversary of the grant date. Vesting, payout and other adjustable triggering events are more fully described in the Form 8-K to be filed by Issuer on March 23, 2018.