Michael C. Roper - 31 Dec 2021 Form 3 Insider Report for MFA FINANCIAL, INC. (MFA)

Role
SVP & Chief Accounting Ofcr
Signature
/s/ Michael C. Roper
Issuer symbol
MFA
Transactions as of
31 Dec 2021
Net transactions value
$0
Form type
3
Filing time
07 Jan 2022, 17:56:17 UTC
Next filing
07 Jan 2022
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding MFA Common Stock, par value $0.01 per share 49,174 31 Dec 2021 Direct
holding MFA 7.5% Series B Cumulative Redeemable Preferred Stock 764 31 Dec 2021 Direct
holding MFA 6.5% Series C Fixed- to-Float Rate Cum Redeem Pfd Stk* 0 31 Dec 2021 Direct
holding MFA Common Stock, par value $0.01 per share 0 31 Dec 2021 N/A
holding MFA 7.5% Series B Cumulative Redeemable Preferred Stock 0 31 Dec 2021 N/A
holding MFA 6.5% Series C Fixed- to-Float Rate Cum Redeem Pfd Stk* 0 31 Dec 2021 N/A

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 MFA Phantom Shares 31 Dec 2021 Common Stock 39,277 Direct F1, F2
holding MFA Phantom Shares 31 Dec 2021 Common Stock 12,000 Direct F2, F3, F4
holding MFA Phantom Shares 31 Dec 2021 Common Stock 15,000 Direct F2, F4, F5
holding MFA Phantom Shares 31 Dec 2021 Common Stock 41,127 Direct F2, F4, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Of the amount reported, 8,000 phantom shares vested on December 31, 2021; 10,000 phantom shares are scheduled to vest, subject to forfeiture, on December 31, 2022; and 21,277 phantom shares are scheduled to vest, subject to forfeiture, on December 31, 2023. Phantom shares will be settled in an equivalent number of shares of MFA common stock within 30 days following the vesting date.
F2 Each phantom share represents the right to receive one share of MFA Financial, Inc. common stock.
F3 These phantom shares are performance-based equity awards. The number of phantom shares reported represents the "target" number of phantom shares granted. The number of underlying shares of MFA common stock that the recipient becomes entitled to receive at the time of vesting will generally range from 0% to 200% of the target number of phantom shares granted, subject to the achievement of a pre-established performance metric. These phantom shares were granted on February 1, 2019, and their vesting is based on MFA's absolute total stockholder return (TSR) and MFA's TSR as compared to the TSR of a designated peer group of companies, in each case for the three years ended December 31, 2021. The number of phantom shares to vest will be determined in January 2022.
F4 The number of phantom shares to vest will be adjusted to reflect the value of any dividends paid on MFA's common stock during the vesting period in respect of the number of phantom shares that ultimately vest. The phantom shares will be settled in an equivalent number of shares of MFA common stock within 30 days following the vesting date.
F5 These phantom shares are performance-based equity awards. The number of phantom shares reported represents the "target" number of phantom shares granted. The number of underlying shares of MFA common stock that the recipient becomes entitled to receive at the time of vesting will generally range from 0% to 200% of the target number of phantom shares granted, subject to the achievement of a pre-established performance metric. These phantom shares were granted on February 10, 2020, and their vesting will generally occur on December 31, 2022, based on MFA's absolute total stockholder return (TSR) and MFA's TSR as compared to the TSR of a designated peer group of companies, in each case for the three years then ended.
F6 These phantom shares are performance-based equity awards. The number of phantom shares reported represents the "target" number of phantom shares granted. The number of underlying shares of MFA common stock that the recipient becomes entitled to receive at the time of vesting will generally range from 0% to 200% of the target number of phantom shares granted, subject to the achievement of a pre-established performance metric. These phantom shares were granted on January 4, 2021, and their vesting will generally occur on December 31, 2023, based on MFA's absolute total stockholder return (TSR) and MFA's TSR as compared to the TSR of a designated peer group of companies, in each case for the three years then ended.

Remarks:

*6.5% Series C Fixed- to-Floating Rate Cumulative Redeemable Preferred Stock