Lee Matthew Smith - 31 Dec 2021 Form 4 Insider Report for FLAGSTAR BANCORP INC

Role: EVP and President of Mortgage
Signature: /s/ Jan M Klym by Power of Attorney for Mr. Smith
Issuer symbol: N/A
Transactions as of: 31 Dec 2021
Net transactions value: $0
Form type: 4
Filing time: 04 Jan 2022, 15:28:19 UTC
Previous filing: 30 Jun 2021
Next filing: 16 Mar 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	(NYSE:FBC)	Flagstar Bancorp, Inc. Common Stock	Options Exercise	$0	+53,267	+22%	$0.000000	300,996	31 Dec 2021	Direct
transaction	(NYSE:FBC)	Flagstar Bancorp, Inc. Common Stock	Options Exercise	$0	+53,267	+18%	$0.000000	354,263	31 Dec 2021	Direct
transaction	(NYSE:FBC)	Flagstar Bancorp, Inc. Common Stock	Award	$0	+9,375	+2.6%	$0.000000	363,638	31 Dec 2021	Direct	F1
transaction	(NYSE:FBC)	Flagstar Bancorp, Inc. Common Stock	Award	$0	+9,375	+2.6%	$0.000000	373,013	31 Dec 2021	Direct	F1
transaction	(NYSE:FBC)	Flagstar Bancorp, Inc. Common Stock	Tax liability	$0	-46,450	-12%	$0.000000	326,563	31 Dec 2021	Direct	F2
transaction	(NYSE:FBC)	Flagstar Bancorp, Inc. Common Stock	Tax liability	$0	-8,176	-2.5%	$0.000000	318,387	31 Dec 2021	Direct	F3

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	(NYSE:FBC)	Restricted Stock Units (XLPII32018)	Options Exercise	$0	-53,267	-100%	$0.000000^*	0	31 Dec 2021	Flagstar Bancorp, Inc. Common Stock	53,267		Direct	F4, F5
transaction	(NYSE:FBC)	Restricted Stock Units (XLPII32018)	Options Exercise	$0	-53,267	-100%	$0.000000^*	0	31 Dec 2021	Flagstar Bancorp, Inc. Common Stock	53,267		Direct	F4, F6

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

Explanation of Responses:

Id	Content
F1	The reporting person acquired these shares upon the settlement of certain Performance Share Units of the issuer.
F2	These shares were surrendered to satisfy tax withholding obligations resulting from the settlement of certain Performance Share Units of issuer.
F3	These shares were surrendered to the issuer to cover the tax obligations on shares for which restrictions have lapsed.
F4	Each restricted stock unit represents a contingent right to receive one share of Flagstar Bancorp, Inc. Common Stock.
F5	50 percent of these Restricted Stock Units will vest if, for ninety consecutive days, the volume-weighted average price per share of Flagstar Bancorp common stock is $44.00 or more (the "Performance Hurdle"). The Performance Hurdle must be achieved within ten years of the grant date. The vested RSUs will pay out on the fourth anniversary of the grant date. The remaining 50 percent is subject to annual quality review results. If quality review results are attained the shares will vest on the fourth anniversary of the grant date. Vesting, payout and other adjustments for certain triggering events are more fully described in the Form 8-K to be filed by Issuer on March 23, 2018.
F6	50 percent of these Restricted Stock Units will vest if, for ninety consecutive days, the volume-weighted average price per share of Flagstar Bancorp common stock is $40.00 or more (the "Performance Hurdle"). The Performance Hurdle must be achieved within ten years of the grant date. The vested RSUs will pay out on the fourth anniversary of the grant date. The remaining 50 percent is subject to annual quality review results. If quality review results are attained the shares will vest on the fourth anniversary of the grant date. Vesting, payout and other adjustable triggering events are more fully described in the Form 8-K to be filed by Issuer on March 23, 2018.