Patricia Cook - Apr 1, 2022 Form 4 Insider Report for Finance of America Companies Inc. (FOA)

Role: Chief Executive Officer, Director
Signature: /s/ Tracy Lowe, as Attorney-in-Fact
Stock symbol: FOA
Transactions as of: Apr 1, 2022
Transactions value $: -$549,288
Form type: 4
Date filed: 4/5/2022, 04:15 PM
Previous filing: Mar 8, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	FOA	Class A Common Stock	Options Exercise		+12.1K			12.1K	Apr 1, 2022	By Corp	F1, F2
transaction	FOA	Class A Common Stock	Disposed to Issuer	$0	-12.1K	-100%	$0.00^*	0	Apr 1, 2022	By Corp	F2
transaction	FOA	Class A Common Stock	Options Exercise		+327K	+205.17%		486K	Apr 1, 2022	Direct	F3
transaction	FOA	Class A Common Stock	Tax liability	-$549K	-181K	-37.17%	$3.04	305K	Apr 1, 2022	Direct	F4

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	-12.1K	-2.97%	$0.00	395K	Apr 1, 2022	Class A Common Stock	12.1K		By Corp	F1, F2
transaction	FOA	Restricted Stock Units	Options Exercise	$0	-327K	-33.33%	$0.00	654K	Apr 1, 2022	Class A Common Stock	327K		Direct	F3

* 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 ("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 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 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 April 1, 2022, 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	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 third and fourth anniversaries of April 1, 2021, subject to the Reporting Person's continued employment.
F4	Represents the withholding of shares of Class A Common Stock in connection with the settlement of restricted stock units.