Michael C. Roper - Jan 2, 2024 Form 4 Insider Report for MFA FINANCIAL, INC. (MFA)

Role
Sr VP & Chief Financial Ofcr
Signature
/s/ Michael C. Roper
Stock symbol
MFA
Transactions as of
Jan 2, 2024
Transactions value $
$0
Form type
4
Date filed
1/4/2024, 04:31 PM
Previous filing
Jan 11, 2023
Next filing
Jan 10, 2024

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 MFA Phantom Shares Award $0 +21.3K +28.5% $0.00 96.2K Jan 2, 2024 Common Stock 21.3K Direct F1, F2
transaction MFA Phantom Shares Award $0 +34.6K +35.98% $0.00 131K Jan 2, 2024 Common Stock 34.6K Direct F1, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each phantom share represents the right to receive one share of MFA Financial, Inc. common stock.
F2 These phantom shares are scheduled to vest, subject to forfeiture, on December 31, 2026, and thereafter will be settled in an equivalent number of shares of MFA common stock within 30 days following the vesting date.
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. The vesting of these phantom shares will generally occur on December 31, 2026 (or such later date that the Compensation Committee of MFA's Board of Directors shall certify the achievement of the pre-established performance metric), 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.
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 in January 2028.