Flagstar Bank (FLG) schedules June 9, 2026 virtual-only shareholder meeting

Rhea-AI Filing Summary

Flagstar Bank, N.A. has set Tuesday, June 9, 2026 as the date for its 2026 Annual Meeting of Shareholders, which will be held exclusively via live virtual webcast beginning at 10:00 a.m. Eastern Time. The record date for voting rights is April 10, 2026, meaning shareholders of record on that date may receive notice of and vote at the meeting.

The bank notes that additional details on how to participate will appear in its Proxy Statement and Notice of Annual Meeting, to be sent to shareholders and filed with the Office of the Comptroller of the Currency and the SEC, and posted on its investor relations website. The filing also reiterates that at December 31, 2025 Flagstar Bank, N.A. had $87.5 billion of assets, $61.0 billion of loans, deposits of $66.0 billion, and total stockholders' equity of $8.1 billion, and operates about 340 locations across ten states.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 27, 2026

Flagstar Bank, National Association

(Exact Name of Registrant as Specified in Charter)

United States of America

1-31565

38-2734984

(State or Other Jurisdiction of Incorporation)

Commission File Number

(IRS Employer Identification No.)

102 Duffy Avenue,			Hicksville,			New York			11801
(Address of principal executive offices)

(516) 683-4100

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common stock, $0.01 par value per share

FLG

New York Stock Exchange

Bifurcated Option Note Unit Securities SM

FLG PRU

New York Stock Exchange

Depositary Shares each representing a 1/40th interest in a share of Fixed-to-Floating Rate Series A Noncumulative Perpetual Preferred Stock

FLG PRA

New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange

Act. ☐

ITEM 7.01 Regulation FD Disclosures

On February 27, 2026, Flagstar Bank, N.A. (the “Bank”) issued a press release announcing that its 2026 Annual Meeting of Shareholders will be held on June 9, 2026, via live virtual webcast only, with a record date of April 10, 2026. The press release is attached hereto as Exhibit 99.1.

ITEM 9.01 Financial Statements and Exhibits

(d) Attached as Exhibit 99.1 is a press release issued by the Bank on February 27, 2026 to announce the date of its 2026 Annual Meeting of Shareholders.

Exhibit						Description of Exhibit
No.
99.1						Press release issued by the Bank on February 27, 2026.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

Date:			February 27, 2026						Flagstar Bank, National Association
									/s/ Salvatore DiMartino
									Salvatore DiMartino
									Executive Vice President and Director of Investor Relations

102 Duffy Avenue, Hicksville, NY 11801 ● Phone: (516) 683 -4420 ● flagstar.com NEWS RELEASE Investor Contact: FOR IMMEDIATE RELEASE Salvatore J. DiMartino (516) 683-4286 FLAGSTAR BANK, N .A. ANNOUNCES JUNE 9TH DATE FOR ITS 202 6 ANNUAL MEETING OF SHAREHOLDERS HICKSVILLE, N.Y., February 2 7, 202 6 – Flagstar Bank, N.A. (NYSE: FLG ) (the "Bank ”) today announced that Tuesday , June 9, 2026, has been established as the date of its 202 6 Annual Meeting of Shareholders. The meeting will be held in a virtual format only, via live webcast, beginning at 10:00 a.m. Eastern Time. The record date for voting at the Annual Meeting has been set as April 10, 202 6. Shareholders of the Bank as of the record date will be entitled to receive notice of, and vote at, the Annual Meeting. Further details regarding the Annual Meeting, including how to participate in the Annual Meeting, will be included in the Bank’s Proxy Statement and Notice of Annual Meeting of Shareholders that will be sent to share holders and also filed with the Office of the Comptroller of the Currency (“OCC”) and made available on its website at www.occ.gov . We also voluntarily file with the Securities and Exchange Commission (“SEC”) , and our filings there may be found at www.sec.gov . Details on the Annual Meeting will also be made available on the Bank’s website at ir. flagstar .com. 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 December 31, 2025, the Bank had $87.5 billion of assets, $61.0 billion of loans, deposits of $66.0 billion, and total stockholders' equ ity of $8.1 billion. Flagstar Bank, N.A. operates approximately 340 locations across ten 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 market s in Florida and the West Coast. Cautionary Statements Regarding Forward -Looking Statements This 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, r isk 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 a nd 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 wit h 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) our past material weaknesses in internal c ontrol over financial reporting; (j) the conversion or exchange of shares of our preferred stock; (k) the payment of dividends on shares of our capital stock, including adjustments to the amount of dividends payable on shares of our preferred stock; (l) th e availability of equity and dilution of existing equity holders associated with future equity awards and stock issuances; (m) the effects of the reverse stock split we effected in July 2024; and (n) the impact of the 2024 sale of our mortgage servicing op erations, 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. Accordingly, 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. Further , 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 statemen ts. 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; c hanges 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 an d 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 o n 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 investigation s 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 natio nal 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, internationa l 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 pri ncipal 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 Mar ch 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 securities reports that we file. Our forward ‐looking statements may also be subject to other risks and uncertainties, including those we may discuss in this news release, during investor presentations, or in our securities disclosure filings, which are accessible on our website , on the OCC’s website at www.occ.gov and on the SEC ’s websit e, www.sec.gov.

FAQ

When is Flagstar Bank (FLG) holding its 2026 Annual Meeting of Shareholders?

Flagstar Bank will hold its 2026 Annual Meeting of Shareholders on June 9, 2026 via live virtual webcast. The meeting begins at 10:00 a.m. Eastern Time and will be accessible online only, without an in-person option for shareholders.

What is the record date for Flagstar Bank (FLG) shareholders to vote at the 2026 Annual Meeting?

The record date for voting at Flagstar Bank’s 2026 Annual Meeting is April 10, 2026. Shareholders who hold shares as of that date will be entitled to receive notice of the meeting and exercise their voting rights on matters presented.

How will shareholders of Flagstar Bank (FLG) access the 2026 Annual Meeting?

Shareholders will access Flagstar Bank’s 2026 Annual Meeting through a live virtual webcast only. Detailed instructions for online participation will be provided in the Proxy Statement and Notice of Annual Meeting and on the bank’s investor relations website.

Where will Flagstar Bank (FLG) publish more information about the 2026 Annual Meeting?

Further details will be included in Flagstar Bank’s Proxy Statement and Notice of Annual Meeting. These materials will be sent to shareholders and filed with the OCC and SEC, and information will also appear on the bank’s investor relations website at ir.flagstar.com.

How large is Flagstar Bank (FLG) based on its December 31, 2025 financials?

At December 31, 2025, Flagstar Bank reported $87.5 billion of assets, $61.0 billion of loans, $66.0 billion of deposits, and total stockholders’ equity of $8.1 billion. The bank also operated approximately 340 locations across ten states at that date.

On which exchange are Flagstar Bank (FLG) securities listed and what classes trade there?

Flagstar Bank’s common stock trades on the New York Stock Exchange under the symbol FLG. Bifurcated Option Note Unit Securities SM trade as FLG PRU, and depositary shares representing Series A preferred stock trade as FLG PRA, also on the NYSE.

Filing Exhibits & Attachments

5 documents

Press Releases

• EX-99.1 EX-99.1 10.9 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 3.7 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT 16.7 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 28.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 19.0 KB