James Ciroli - Dec 1, 2022 Form 4 Insider Report for FLAGSTAR BANCORP INC ((NYSE:FBC))

Role
EVP and Chief Financ Officer
Signature
/s/ Jan M. Klym, by Power of Attorney for Mr. Ciroli
Stock symbol
(NYSE:FBC)
Transactions as of
Dec 1, 2022
Transactions value $
$0
Form type
4
Date filed
12/5/2022, 01:24 PM
Previous filing
Jun 22, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction (NYSE:FBC) Flagstar Bancorp, Inc. Common Stock Options Exercise $0 +3.99K +5.24% $0.00 80.1K Dec 1, 2022 Direct F1, F2
transaction (NYSE:FBC) Flagstar Bancorp, Inc. Common Stock Options Exercise $0 +8.4K +10.49% $0.00 88.5K Dec 1, 2022 Direct F1
transaction (NYSE:FBC) Flagstar Bancorp, Inc. Common Stock Options Exercise $0 +16.2K +18.31% $0.00 105K Dec 1, 2022 Direct F1
transaction (NYSE:FBC) Flagstar Bancorp, Inc. Common Stock Tax liability $0 -12.1K -11.57% $0.00 92.6K Dec 1, 2022 Direct F3
transaction (NYSE:FBC) Flagstar Bancorp, Inc. Common Stock Disposed to Issuer -92.6K -100% 0 Dec 1, 2022 Direct F4
transaction (NYSE:FBC) Flagstar Bancorp, Inc. Common Stock Disposed to Issuer -3K -100% 0 Dec 1, 2022 By Spouse's IRA F4

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 Unit (L060220) Options Exercise -3.99K -100% 0 Dec 1, 2022 Flagstar Bancorp, Inc. Common Stock 3.99K Direct F1
transaction (NYSE:FBC) Restricted Stock Unit (L052521) Options Exercise -8.4K -100% 0 Dec 1, 2022 Flagstar Bancorp, Inc. Common Stock 8.4K Direct F1
transaction (NYSE:FBC) Restricted Stock Unit (L052422) Options Exercise -16.2K -100% 0 Dec 1, 2022 Flagstar Bancorp, Inc. Common Stock 16.2K Direct F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

James Ciroli is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 At the Effective Time of the merger, pursuant to the terms of a Change in Control Agreement, these Issuer RSUs received accelerated vesting.
F2 Includes 5.2 shares acquired on August 23, 2022, 5.8 and 241.8 shares acquired on November 22, 2022 under the Issuer's qualified dividend reinvestment plan.
F3 These shares were surrendered to the issuer to cover the tax obligations on shares for which restrictions have lapsed.
F4 Disposed of in connection with the Agreement and Plan of Merger by and among Issuer and New York Community Bancorp, Inc. ("NYCB"), dated April 24, 2021, as amended (the "Merger Agreement"), pursuant to which the Issuer was merged with and into NYCB on December 1, 2022 (the "Effective Time"). Pursuant to the Merger Agreement, as of the Effective Time, each issued and outstanding share of the Issuer's common stock was converted into the right to receive 4.0151 shares of NYCB common stock (the "Exchange Ratio") and cash in lieu of fractional shares, if applicable.