Graham Fleming - Mar 31, 2023 Form 4 Insider Report for Finance of America Companies Inc. (FOA)

Role: President & Interim CEO
Signature: /s/ Tracy Lowe, as Attorney-in-Fact
Stock symbol: FOA
Transactions as of: Mar 31, 2023
Transactions value $: -$230,877
Form type: 4
Date filed: 4/4/2023, 04:08 PM
Previous filing: Jan 17, 2023
Next filing: Aug 14, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	FOA	Class A Common Stock	Options Exercise		+20.6K			20.6K	Apr 3, 2023	By Corp	F1, F2
transaction	FOA	Class A Common Stock	Disposed to Issuer	$0	-20.6K	-100%	$0.00^*	0	Apr 3, 2023	By Corp	F2
transaction	FOA	Class A Common Stock	Options Exercise	$0	+327K	+94.23%	$0.00	674K	Apr 3, 2023	Direct	F3
transaction	FOA	Class A Common Stock	Tax liability	-$142K	-114K	-16.95%	$1.24	559K	Apr 3, 2023	Direct	F4
transaction	FOA	Class A Common Stock	Options Exercise	$0	+163K	+29.11%	$0.00	722K	Apr 3, 2023	Direct	F5
transaction	FOA	Class A Common Stock	Tax liability	-$89.3K	-72K	-9.97%	$1.24	650K	Apr 3, 2023	Direct	F4
holding	FOA	Class A Common Stock						20K	Mar 31, 2023	By trust

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	FOA	LLC Units of Finance of America Equity Capital LLC	Options Exercise	$0	-20.6K	-1.64%	$0.00	1.23M	Apr 3, 2023	Class A Common Stock	20.6K		By Corp	F1, F2
transaction	FOA	Restricted Stock Units	Options Exercise	$0	-327K	-50%	$0.00	327K	Apr 3, 2023	Class A Common Stock	327K		Direct	F3
transaction	FOA	Restricted Stock Units	Options Exercise	$0	-163K	-33.33%	$0.00	326K	Apr 3, 2023	Class A Common Stock	163K		Direct	F5
transaction	FOA	Restricted Stock Units	Award	$0	+1.21M		$0.00	1.21M	Mar 31, 2023	Class A Common Stock	1.21M		Direct	F6

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

Explanation of Responses:

Id	Content
F1	Pursuant to the terms of an exchange agreement, dated as of April 1, 2021, limited liability company units of Finance of America Equity Capital LLC ("FOA Units") held by the Reporting Person are exchangeable for shares of the Issuer's Class A Common Stock ("Common Stock") on a one-for-one basis. These exchange rights do not expire.
F2	Pursuant to the LTIP Award Settlement Agreement (the "LTIP Award Settlement Agreement"), dated as of October 12, 2020, by and among the Issuer, the Reporting Person and certain equityholders of the Issuer and Finance of America Equity Capital LLC, such equityholders are obligated to deliver a number of shares of Common Stock (either held or acquired upon conversion of FOA Units) to the Issuer in connection with the settlement of awards of restricted stock units, or RSUs, granted by the Issuer. On April 3, 2023, in connection with the Issuer's settlement of RSUs into shares of Common Stock, the Reporting Person converted certain FOA Units and delivered certain shares of Common Stock to the Issuer pursuant to the LTIP Award Settlement Agreement.
F3	Each restricted stock unit represents a contingent right to receive one share of Common Stock. The restricted stock units will be settled in either Common Stock or cash (or a combination thereof) at the discretion of the Issuer's compensation committee. The remaining restricted stock units vest on the third anniversary of April 1, 2021, subject to the Reporting Person's continued employment.
F4	Represents the withholding of shares of Common Stock for tax purposes in connection with the settlement of restricted stock units.
F5	Each restricted stock unit represents a contingent right to receive one share of Common Stock. The restricted stock units will be settled in either Common Stock or cash (or a combination thereof) at the discretion of the Issuer's compensation committee. The remaining restricted stock units vest on the second and third anniversaries of April 1, 2022, subject to the Reporting Person's continued employment.
F6	Represents additional RSUs granted to the Reporting Person on March 31, 2023. Each restricted stock unit represents a contingent right to receive one share of Common Stock. The restricted stock units will be settled in either Common Stock or cash (or a combination thereof) at the discretion of the Issuer's compensation committee. The restricted stock units shall vest in one-third increments upon the first, second and third anniversaries of the vesting reference date, April 1, 2023, subject to the Reporting Person's continued employment.