FLAGSTAR BANK, N.A. ANNOUNCES PRELIMINARY RESULTS OF 2026 ANNUAL SHAREHOLDERS' MEETING

Flagstar Bank (NYSE: FLG) reported preliminary results of its 2026 Annual Shareholders' Meeting, where shareholders approved all four proposals.

Rhea-AI Summary

Flagstar Bank (NYSE: FLG) reported preliminary results of its 2026 Annual Shareholders' Meeting, where shareholders approved all four proposals.

Approvals included electing eight directors to one-year terms, ratifying KPMG as 2026 auditor, a say-on-pay vote, and amending the 2020 Omnibus Incentive Plan. Nearly 90% of outstanding shares were voted. As of March 31, 2026, Flagstar held $87.1 billion in assets, $60.7 billion in loans, $66.8 billion in deposits, and $8.1 billion in equity across about 340 locations in nine states.

Positive

• All four 2026 shareholder meeting proposals received preliminary shareholder approval
• Eight directors elected to new one-year terms
• KPMG ratified as independent auditor for fiscal year ending December 31, 2026
• Non-binding advisory vote approved Named Executive Officer compensation
• Amendment to the 2020 Omnibus Incentive Plan received shareholder approval
• Nearly 90% of total shares outstanding were voted at the 2026 meeting

Negative

• None.

Argus Jun 9 session

+0.99% close to close Open Argus

Details

News Market Reaction – FLG

On Jun 9, the day this news came out, FLG closed 0.99% above the previous close.

Data tracked by StockTitan Argus for the Jun 9 session.

Market Context

This announcement reports strong shareholder engagement, with nearly 90% of shares voted and all fou...

Analysis

This announcement reports strong shareholder engagement, with nearly 90% of shares voted and all four proposals preliminarily approved, including director elections and an amendment to the 2020 Omnibus Incentive Plan. It reinforces a narrative of improving performance and governance following a $1.05 billion capital raise and recent profitability. Investors may watch upcoming filings, including the Form 8-K with final results, as well as future disclosures on asset quality, capital, and strategic execution for confirmation of this trajectory.

Key Figures

Total assets: $87.1 billion Total loans: $60.7 billion Total deposits: $66.8 billion +5 more

Total assets

$87.1 billion

At March 31, 2026 bank balance sheet

Total loans

$60.7 billion

At March 31, 2026 loan portfolio

Total deposits

$66.8 billion

At March 31, 2026 deposit base

Stockholders' equity

$8.1 billion

At March 31, 2026 capital position

Locations

Approximately 340 locations

Branch network across nine states

States of operation

Nine states

Geographic footprint including NY/NJ, Midwest, Florida, West Coast

Capital raise

$1.05 billion

Capital raise completed in March 2024

Shares voted

Nearly 90% of shares

Participation in 2026 Annual Shareholders' Meeting

Historical Context

5 past events · Latest: Jun 03

5 events

1. Jun 03

   Conference participation

   24h Move

   -2.3%

   Announced participation in Morgan Stanley U.S. Financials Conference with leadership fireside chat.

2. May 18

   Leadership extension

   24h Move

   -0.5%

   Extended CEO Joseph Otting’s term and reorganized executive team amid return to profitability.

3. Apr 28

   Conference appearance

   24h Move

   +0.1%

   Planned participation in Barclays Americas Select Conference with webcasted fireside chat.

4. Apr 27

   Dividend declaration

   24h Move

   -0.2%

   Declared quarterly cash dividends on common and preferred stock for June 2026 payment.

5. Apr 24

   Earnings results

   24h Move

   -2.2%

   Reported second consecutive profitable quarter with EPS of $0.03 and adjusted $0.04.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

form 8-k, forward-looking statements, fdic-assisted transaction, capital raise, +4 more

8 terms

form 8-k regulatory

"The Bank expects to file a Form 8-K with final voting results within the next four business days."

A Form 8-K is a report that companies file with the government to share important news quickly, such as changes in leadership, major business deals, or financial updates. It matters because it helps investors stay informed about significant events that could affect the company's value or stock price.

forward-looking statements regulatory

"This press release may include forward‐looking statements by us and our authorized officers..."

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

fdic-assisted transaction regulatory

"our acquisition of substantial portions of the former Signature Bank through an FDIC-assisted transaction..."

An FDIC-assisted transaction is a deal arranged by the Federal Deposit Insurance Corporation (FDIC) when a bank is failing, where the FDIC helps transfer deposits and assets to another institution or provides financial backstops to complete a sale. Think of it like a referee stepping in to arrange a safe handoff so customers aren’t left hanging; for investors it signals government-managed risk containment that can affect asset values, potential losses, and the stability of counterparties.

capital raise financial

"the impact of the $1.05 billion capital raise we completed in March 2024;"

A capital raise is when a company brings in new money from investors or lenders by selling shares, debt, or other securities to fund operations, growth projects, or to pay liabilities. It matters to investors because it changes the company’s financial picture—adding cash that can enable expansion or avoid trouble, but also potentially reducing each existing owner’s share or increasing the company’s debt load, similar to putting fuel in a car to keep it running while changing who shares the ride or who pays for repairs.

reverse stock split financial

"the effects of the reverse stock split we effected in July 2024;"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

non-binding advisory vote regulatory

"By a non-binding advisory vote, the approval of the compensation of the Bank's Named Executive Officers;"

A non-binding advisory vote is a shareholder vote that expresses investors’ opinion on a proposal (such as executive pay, corporate policy, or governance practices) but does not legally force the company to act. Think of it like a customer survey: it signals whether owners approve or disapprove and can pressure boards and managers to change course, so investors watch the result as an indicator of governance risk and potential future shifts in company strategy or leadership.

omnibus incentive plan financial

"Approval of an Amendment to the Flagstar Bank, N.A., 2020 Omnibus Incentive Plan."

An omnibus incentive plan is a single, flexible program a company uses to give employees and executives different types of pay tied to performance — for example stock options, restricted shares, cash bonuses and other awards — all governed by one set of rules. It matters to investors because it determines how many new shares may be created, how leaders are motivated and how much the company will spend on compensation over time; think of it as a master toolbox that affects both costs and the total share supply.

pdufa regulatory

PDUFA is the Prescription Drug User Fee Act, the U.S. law under which drug companies pay fees that fund the FDA's review of new medicines. In company news the term usually appears as the PDUFA date, the target deadline by which the FDA aims to decide on a drug application; that date tells investors when to expect the approval or rejection decision for the product.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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HICKSVILLE, N.Y., June 9, 2026 /PRNewswire/ -- Flagstar Bank, N.A. (NYSE: FLG) (the "Bank") announced today that, based on preliminary voting results from the 2026 Annual Shareholders' Meeting held earlier today, all four proposals were approved by shareholders.

Based on these preliminary results, the Bank's shareholders approved the following:

• The election of eight directors to one-year terms of office;
  
  
• The ratification of the appointment of KPMG, LLP as the Bank's independent registered public accounting firm for the fiscal year ending December 31, 2026;
  
  
• By a non-binding advisory vote, the approval of the compensation of the Bank's Named Executive Officers; and
  
  
• Approval of an Amendment to the Flagstar Bank, N.A., 2020 Omnibus Incentive Plan.

Commenting on today's results, Executive Chairman and Chief Executive Officer, Joseph M. Otting stated, "We are grateful for the strong support received from our shareholders at today's Annual Meeting as nearly 90% of total shares outstanding were voted this year. The preliminary results affirm the progress the Bank has made in improving our financial performance, our risk management and corporate governance frameworks, and building a foundation for long-term growth. We appreciate the confidence our shareholders have placed in our Board of Directors and executive leadership team and remain committed to creating value and providing exceptional service to our customers and communities."

The Bank expects to file a Form 8-K with final voting results within the next four business days.

Flagstar Bank, N.A.

Flagstar Bank, N.A. is one of the largest regional banks in the country and is headquartered in Hicksville, New York. At March 31, 2026, the Bank had $87.1 billion of assets, $60.7 billion of loans, deposits of $66.8 billion, and total stockholders' equity of $8.1 billion. Flagstar Bank, N.A. operates approximately 340 locations across nine states, with strong footholds in the greater New York/New Jersey metropolitan region and in the upper Midwest, along with a significant presence in fast-growing markets in Florida and the West Coast.

Cautionary Statements Regarding Forward-Looking Language

This press release may include forward‐looking statements by us and our authorized officers pertaining to such matters as our goals, beliefs, intentions, and expectations regarding, among other things: (a) revenues, earnings, loan production, asset quality, liquidity position, capital levels, risk analysis, divestitures, acquisitions, and other material transactions, among other matters; (b) the future costs and benefits of the actions we may take; (c) our assessments of credit risk and probable losses on loans and associated allowances and reserves; (d) our assessments of interest rate and other market risks; (e) our ability to achieve profitability goals within projected timeframes and to execute on our strategic plan, including the sufficiency of our internal resources, procedures and systems; (f) our ability to attract, incentivize, and retain key personnel and the roles of key personnel; (g) our ability to achieve our financial and other strategic goals, including those related to our recent holding company reorganization, which was completed in October 2025 (the "Reorganization"), our merger with Flagstar Bancorp, Inc., which was completed in December 2022, our acquisition of substantial portions of the former Signature Bank through an FDIC-assisted transaction, which was completed in March 2023, and our ability to comply with the heightened regulatory standards with respect to governance and risk management programs to which we are subject as a national bank with assets of $50 billion or more; (h) the impact of the $1.05 billion capital raise we completed in March 2024; (i) the conversion or exchange of shares of our preferred stock; (j) the payment of dividends on shares of our capital stock, including adjustments to the amount of dividends payable on shares of our preferred stock; (k) the availability of equity and dilution of existing equity holders associated with future equity awards and stock issuances; (l) the effects of the reverse stock split we effected in July 2024; and (m) the impact of the 2024 sale of our mortgage servicing operations, third party mortgage loan origination business, and mortgage warehouse business.

Forward‐looking statements are typically identified by such words as "believe," "expect," "anticipate," "intend," "outlook," "estimate," "forecast," "project," "should," "confident," and other similar words and expressions, and are subject to numerous assumptions, risks, and uncertainties, which change over time. Additionally, forward‐looking statements speak only as of the date they are made; we do not assume any duty, and do not undertake, to update our forward‐looking statements. Furthermore, because forward‐looking statements are subject to assumptions and uncertainties, actual results or future events could differ, possibly materially, from those anticipated in our statements, and our future performance could differ materially from our historical results.

Our forward‐looking statements are subject to, among others, the following principal risks and uncertainties: general economic conditions and trends, either nationally or locally; conditions in the securities, credit and financial markets; changes in interest rates; changes in deposit flows, and in the demand for deposit, loan, and investment products and other financial services; changes in real estate values; changes in the quality or composition of our loan or investment portfolios, including associated allowances and reserves; changes in future allowance for credit losses, including changes required under relevant accounting and regulatory requirements; the ability to pay future dividends; changes in our capital management and balance sheet strategies and our ability to successfully implement such strategies; our ability to achieve the anticipated benefits of the Reorganization; changes in our Board of Directors and our executive management team; changes in our strategic plan, including changes in our internal resources, procedures and systems, and our ability to successfully implement such plan; changes in competitive pressures among financial institutions or from non‐financial institutions; changes in legislation, regulations, and policies; the impacts of tariffs, sanctions and other trade policies of the United States and its global trading counterparts; the outcome of federal, state, and local elections and the resulting economic and other impact on the areas in which we conduct business; the impact of changing political conditions or federal government shutdowns; the imposition of restrictions on our operations by bank regulators; the outcome of pending or threatened litigation, or of investigations or any other matters before regulatory agencies, whether currently existing or commencing in the future; our ability to comply with heightened regulatory standards with respect to governance and risk management programs to which we are subject as a national bank with assets of $50 billion or more; the restructuring of our mortgage business; our ability to recognize anticipated cost savings and enhanced efficiencies with respect to our balance sheet and expense reduction strategies; the impact of failures or disruptions in or breaches of our operational or security systems, data or infrastructure, or those of third parties, including as a result of cyberattacks or campaigns; the impact of natural disasters, extreme weather events, civil unrest, international military conflict, terrorism or other geopolitical events; and a variety of other matters which, by their nature, are subject to significant uncertainties and/or are beyond our control. Our forward-looking statements are also subject to the following principal risks and uncertainties with respect to our merger with Flagstar Bancorp, which was completed in December 2022, and our acquisition of substantial portions of the former Signature Bank through an FDIC-assisted transaction, which was completed in March 2023: the possibility that the anticipated benefits of the transactions will not be realized when expected or at all; the possibility of increased legal and compliance costs, including with respect to any litigation or regulatory actions related to the business practices of acquired companies or the combined business; diversion of management's attention from ongoing business operations and opportunities; the possibility that we may be unable to achieve expected synergies and operating efficiencies in or as a result of the transactions within the expected timeframes or at all; and revenues following the transactions may be lower than expected.

More information regarding some of these factors is provided in the Risk Factors section of our Annual Report on Form 10‐K for the year ended December 31, 2025, and in other reports we file with the Office of the Comptroller of the Currency (the "OCC") and voluntarily file with the Securities and Exchange Commission (the "SEC"), and which are also available on our Investor Relations website. Our forward‐looking statements may also be subject to other risks and uncertainties, including those we may discuss in this news release, on our conference call, during investor presentations, or in our securities disclosure filings. All such files are accessible on our website at ir.flagstar.com, on the OCC's website at www.occ.gov, and on the SEC's website at www.sec.gov.

Investor Contact: 
Salvatore J. DiMartino
(516) 683-4286

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SOURCE Flagstar Bank, N.A.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Flagstar Bank (NYSE: FLG) announce about the 2026 annual shareholders' meeting results?

Flagstar Bank announced that, based on preliminary results, shareholders approved all four proposals at the 2026 meeting. According to Flagstar Bank, this included director elections, auditor ratification, a say-on-pay vote, and an amendment to the 2020 Omnibus Incentive Plan.

Which proposals were approved at Flagstar Bank's 2026 annual shareholders' meeting (FLG)?

Shareholders preliminarily approved four proposals: electing eight directors, ratifying KPMG, approving executive compensation, and amending the 2020 Omnibus Incentive Plan. According to Flagstar Bank, these outcomes reflect broad support for its governance, compensation framework, and long-term incentive structure.

How many shares were voted at Flagstar Bank's 2026 annual meeting for FLG stock?

Nearly 90% of Flagstar Bank's total shares outstanding were voted at the 2026 annual meeting. According to Flagstar Bank, this high participation signals strong shareholder engagement with board elections, auditor ratification, executive pay approvals, and the incentive plan amendment.

Who is Flagstar Bank's independent auditor for fiscal year 2026 (NYSE: FLG)?

KPMG was ratified as Flagstar Bank's independent registered public accounting firm for fiscal year ending December 31, 2026. According to Flagstar Bank, shareholders approved the auditor ratification proposal at the 2026 annual meeting based on preliminary voting results.

What happened with Flagstar Bank's 2020 Omnibus Incentive Plan at the 2026 meeting (FLG)?

Shareholders approved an amendment to Flagstar Bank's 2020 Omnibus Incentive Plan at the 2026 annual meeting. According to Flagstar Bank, this amendment was one of four proposals receiving preliminary approval, alongside director elections, auditor ratification, and the advisory vote on executive compensation.

What are Flagstar Bank's key balance sheet figures as of March 31, 2026 (FLG)?

As of March 31, 2026, Flagstar reported $87.1 billion in assets and $60.7 billion in loans. According to Flagstar Bank, deposits totaled $66.8 billion and stockholders' equity was $8.1 billion, supported by approximately 340 locations across nine states.