Flagstar (FLG) SEVP Raffetto reports 401(k) stock rebalancing and buys

Rhea-AI Filing Summary

Flagstar Bank, National Association senior executive Richard A. Raffetto reported several common stock transactions inside the company’s 401(k) plan during 2025. On March 4, he had an intra-plan transfer of 570 shares at $11.85, bringing his plan holdings to 1,122 shares.

On June 4, another intra-plan move of 92 shares at $11.67 raised the balance to 1,215 shares. On September 4, the plan rebalanced, transferring out 4 shares at $12.93, then on December 4 another rebalance and purchase of 95 shares at $12.85 increased holdings to 1,386 shares.

Footnotes explain these were 401(k) rebalancing, payroll contribution, and dividend reinvestment activity, with any profit from matchable transactions disgorged back to the issuer.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Raffetto Richard A

(Last) (First) (Middle)

102 DUFFY AVENUE

(Street)

HICKSVILLE NY 11801

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FLAGSTAR BANK, NATIONAL ASSOCIATION [ NYSE:FLG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SEVP Pres of Com & Priv Bnking

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/04/2025		I		570(1)	A	$11.85	1,122(2)	I	By 401(k) Plan
Common Stock	06/04/2025		I		92(1)	A	$11.67	1,215(3)	I	By 401(k) Plan
Common Stock	09/04/2025		S		4(4)	D	$12.93	1,212(5)(6)	I	By 401(k) Plan
Common Stock	12/04/2025		P		95(4)	A	$12.85	1,386(6)(7)	I	By 401(k) Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Intra-Plan Transfer by the reporting person within the Issuer's qualifying 401(k) Plan, are exempt pursuant to Rule 16b3(f).

2. Includes 552 shares acquired from routine payroll contributions within the Issuer's qualifying 401(k) Plan.

3. Includes .47 shares that were acquired due to dividend reinvestment in the Plan on March 17, 2025, which with aggregated fractional shares which resulted in an increase in whole shares.

4. Intra-Plan Transfer by the reporting person within the Issuer's qualifying 401(k) Plan.

5. Includes 1 share that was acquired as a result of dividend reinvestment on June 17, 2025.

6. On September 4, 2025, shares of common stock of the Issuer were transferred out of the stock fund of the reporting person's 401(k) plan due to the instructions to rebalance certain securities within the 401(k) plan. On December 4, 2025, the 401(k) plan was rebalanced and shares of common stock of the Issuer were transferred back into the Issuer stock fund within the 401(k) plan which created two matchable transactions. The profit realized by these transactions was disgorged to the Issuer.

7. Includes 1 share that was acquired on September 17, 2025, and 1 share acquired on December 17, 2025 both from dividend reinvestment, and 77 shares acquired from routine payroll contributions in January 2026.

Remarks:

	/s/ Jan M. Klym, by Power of Attorney	02/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider activity did FLG executive Richard Raffetto report?

Richard A. Raffetto reported several 2025 transactions in Flagstar Bank common stock held in a 401(k) plan. These involved intra-plan transfers, payroll contribution purchases, and dividend reinvestments, adjusting his plan holdings rather than large open-market trading activity.

How many Flagstar (FLG) shares were moved in the March 4, 2025 transaction?

On March 4, 2025, an intra-plan transfer of 570 shares of Flagstar common stock was reported at a price of $11.85 per share. After this 401(k) plan transaction, Raffetto’s beneficial holdings in the plan totaled 1,122 shares of common stock.

What happened in Richard Raffetto’s June 4, 2025 FLG 401(k) transaction?

On June 4, 2025, Raffetto reported an intra-plan transfer of 92 Flagstar common shares at $11.67 each within the 401(k) plan. This increased his beneficially owned plan position to 1,215 shares, including shares from routine payroll contributions and dividend reinvestment.

Why does the Form 4 mention disgorged profit to Flagstar Bank (FLG)?

The filing notes that September 4 and December 4, 2025 plan rebalancing created two matchable transactions. Any profit realized from these matching transactions in Flagstar common stock within the 401(k) plan was disgorged, meaning returned, to the issuer as required.

How did dividend reinvestment affect FLG shares in the 401(k) plan?

Footnotes explain fractional and whole shares were added via dividend reinvestment on March 17, June 17, September 17, and December 17, 2025. These reinvested dividends, combined with routine payroll contributions, gradually increased Raffetto’s 401(k) holdings of Flagstar common stock.

What was the December 4, 2025 Flagstar (FLG) stock purchase in the 401(k)?

On December 4, 2025, the Form 4 reports a purchase of 95 Flagstar common shares at $12.85 each within the 401(k) plan. After this transaction and prior rebalancing, Raffetto’s beneficially owned plan position reached 1,386 shares of common stock.