4//SEC Filing
Cook Patricia 4
Accession 0000899243-21-038666
CIK 0001828937other
Filed
Sep 30, 8:00 PM ET
Accepted
Oct 1, 5:37 PM ET
Size
16.9 KB
Accession
0000899243-21-038666
Insider Transaction Report
Form 4
Cook Patricia
DirectorChief Executive Officer
Transactions
- Exercise/Conversion
LLC Units of Finance of America Equity Capital LLC
2021-09-29−11,510→ 407,083 total(indirect: By Corp)→ Class A Common Stock (11,510 underlying) - Exercise/Conversion
Restricted Stock Units
2021-09-29−326,798→ 980,397 total→ Class A Common Stock (326,798 underlying) - Exercise/Conversion
Class A Common Stock
2021-09-29+11,510→ 11,510 total(indirect: By Corp) - Exercise/Conversion
Class A Common Stock
2021-09-29+326,798→ 346,798 total - Disposition to Issuer
Class A Common Stock
2021-09-29−11,510→ 0 total(indirect: By Corp) - Tax Payment
Class A Common Stock
2021-09-29$5.03/sh−187,517$943,211→ 159,281 total
Footnotes (5)
- [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 ("Class A 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 and certain equityholders of the Issuer and Finance of America Equity Capital LLC, such equityholders are obligated to deliver a number of shares of Class A 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 granted by the Issuer. On September 29, 2021, in connection with the Issuer's settlement of restricted stock units into shares of Class A Common Stock, the Reporting Person converted certain FOA Units and delivered certain shares of Class A Common Stock to the Issuer pursuant to the LTIP Award Settlement Agreement.
- [F3]The Reporting Person previously reported beneficially owning FOA Units indirectly through ownership of limited liability company units of UFG Management Holdings LLC. In connection with an internal restructuring, UFG Management Holdings LLC dissolved, distributing all of the FOA Units held by it to its equity owners in a pro rata in-kind distribution, and the Reporting Persons now owns such FOA Units indirectly through a wholly-owned corporation.
- [F4]Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock. The restricted stock units will be settled in either Class A Common Stock or cash (or a combination thereof) at the discretion of the Issuer's compensation committee.The remaining restricted stock units vest in equal installments on each of the first three anniversaries of April 1, 2021, subject to each holder's continued employment or good leaver termination, in each case, as further described in the LTIP Award Settlement Agreement.
- [F5]Represents the withholding of shares of Class A Common Stock in connection with the settlement of restricted stock units.
Documents
Issuer
Finance of America Companies Inc.
CIK 0001828937
Entity typeother
Related Parties
1- filerCIK 0001434368
Filing Metadata
- Form type
- 4
- Filed
- Sep 30, 8:00 PM ET
- Accepted
- Oct 1, 5:37 PM ET
- Size
- 16.9 KB