SEC Form 4 · accession 0001033012-17-000056
FLAGSTAR BANCORP INC · (NYSE:FBC)
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Alessandro DiNello
Officer — CEO and President · Director
Period of report
May 22, 2017
Accepted (ET)
May 24, 2017 · 4:43 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001033012
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Flagstar Bancorp, Inc. Common Stock | May 16, 2017 | G | 350 | $0.00 | D | 130,760 | D | |
| Flagstar Bancorp, Inc. Common Stock | May 22, 2017 | M | 128,572 | $0.00 | A | 259,332 | D | |
| Flagstar Bancorp, Inc. Common Stock | May 22, 2017 | F | 70,329 | $0.00 | D | 189,003 | D | |
| Flagstar Bancorp, Inc. Common StockF2 | holding | — | — | — | 14,612 | I | By 401(k) Plan | |
| Flagstar Bancorp, Inc. Common Stock | holding | — | — | — | 1,274 | I | By IRA | |
| Flagstar Bancorp, Inc. Common Stock | holding | — | — | — | 206 | I | By Wife's Trust | |
| Flagstar Bancorp, Inc. Common Stock | holding | — | — | — | 1,060 | I | By Trust fbo gchild AD | |
| Flagstar Bancorp, Inc. Common Stock | holding | — | — | — | 1,060 | I | By Trust fbo gchild DD |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF3,F4 | — | May 22, 2017 | M | 128,572 | D | — | — | Flagstar Bancorp, Inc. Common Stock | 128,572 | 514,285 | D |
Explanation of responses
- F1These shares were surrendered to the issuer to cover the tax obligations on shares for which restrictions have lapsed.
- F2Because the stock fund component of the 401(k) Plan is accounted for in unit accounting, the number of share equivalents varies based on the closing price of Flagstar Bancorp, Inc. stock on the applicable measurement date.
- F3Each restricted stock unit represents a contingent right to receive one share of Flagstar Bancorp, Inc. Common Stock.
- F4The Restricted Stock Units will fully vest if, for one-hundred twenty consecutive days, the volume-weighted average price per share of Flagstar Bancorp common stock is $28.00 or more (the "Performance Hurdle"). The Performance Hurdle must be achieved within ten years of the grant date. The vested RSUs will pay out in five installments, subject to a "Quality Review," on the date the Performance Hurdle is attained and on each of the four subsequent annual payout dates. Vesting and payout may be adjusted upon certain triggering events, as more fully described in the Form 8-K filed by Flagstar Bancorp on October 26, 2015.