Form 4 for FLG FLAGSTAR BANK, NATIONAL ASSOCIATION
Accepted 2022-12-05 00:00:00 ET · period of report 2022-12-01 · accession 0001225208-22-012281 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2022-12-05 | 2022-12-01 | FLG | Smith Lee Matthew | SEVP, Pres of Mortgage | F - Tax | $9.19 | -17.9K | 1.38M | -1% | -$164.3K | |
| I | 2022-12-05 | 2022-12-01 | FLG | Smith Lee Matthew | SEVP, Pres of Mortgage | A - Grant | $0.00 | +367.2K | 367.2K | New | $0 |
| 2022-12-05 | 2022-12-01 | FLG | Smith Lee Matthew | SEVP, Pres of Mortgage | A - Grant | $0.00 | +1.40M | 1.40M | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2022-12-01 | F | D | 17,882 | $9.19 | 1,381,728 | D | — | — | |
| 2 | Common | Common Stock | 2022-12-01 | A | A | 367,248 | $0.00 | 367,248 | I | — | — | |
| 3 | Common | Common Stock | 2022-12-01 | A | A | 1,399,610 | $0.00 | 1,399,610 | D By Stock Award | — | — | (F1) Acquired pursuant to the Agreement and Plan of Merger, dated as of April 24, 2021, as amended (the "Merger Agreement"), by and between New York Community Bancorp, Inc. ("NYCB") and Flagstar Bancorp, Inc. ("Flagstar") pursuant to which Flagstar merged with and into NYCB on December 1, 2022 (the "Effective Time"). Pursuant to the Merger Agreement, at the Effective Time of the Merger each share of Flagstar common stock issued and outstanding prior to the Effective Time was converted into the right to receive 4.0151 (the "Exchange Ratio") shares of NYCB common stock (the "Merger Consideration") and cash in lieu of fractional shares, if applicable. On December 1, 2022 the closing price of Flagstar's common stock was $37.54 per share, and the closing price of NYCB's common stock was $9.19 per share. (Continued in Remarks section below.) (F2) Total includes service based restricted stock units that will vest in shares of NYCB common stock over the passage of time. (F3) 367,248 shares granted under Stock Award on December 1, 2022 pursuant to the Flagstar Bancorp, Inc. 2016 Stock Award and Incentive Plan, which was assumed by New York Community Bancorp, Inc. pursuant to the terms of the Merger Agreement, will vest in five approximately equal annual installments commencing on December 1, 2023. |