FLG CEO receives stock grant, surrenders shares for tax

FLAGSTAR BANK, NATIONAL ASSOCIATION executive chairman, president and CEO Joseph M. Otting reported compensation-related stock activity.

Rhea-AI Filing Summary

FLAGSTAR BANK, NATIONAL ASSOCIATION executive chairman, president and CEO Joseph M. Otting reported compensation-related stock activity. He received a grant of 81,967 shares of common stock, increasing his direct holdings, which include service-based restricted stock units that vest over time. On the same date, 43,044 shares were surrendered back to the issuer to cover tax obligations on shares whose restrictions had lapsed, leaving him with 291,874 directly held shares.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Otting Joseph M

Role Exec Chairman, President & CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	81,967	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	43,044	$0.00	$0.00

Holdings After Transaction: Common Stock — 291,874 shares (Direct)

Footnotes (2)

1. F1. Total includes service based restricted stock units that will vest in shares of Issuer's common stock over the passage of time.
2. F2. These shares were surrendered to the issuer to cover the tax obligations on shares for which restrictions have lapsed.

FAQ

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

What insider transaction did FLG executive Joseph Otting report on this Form 4?

Joseph M. Otting reported compensation-related stock transactions. He received a grant of 81,967 shares of FLAGSTAR BANK common stock and surrendered 43,044 shares back to the issuer to satisfy tax obligations on previously restricted shares whose restrictions had lapsed.

How many FLAGSTAR BANK (FLG) shares does Joseph Otting hold after this Form 4?

After these transactions, Joseph M. Otting directly holds 291,874 shares of FLAGSTAR BANK common stock. This total includes service-based restricted stock units that will vest in shares of the issuer’s common stock over the passage of time, as described in the filing footnotes.

Was Joseph Otting’s FLAGSTAR BANK Form 4 transaction an open-market stock sale?

No, the filing does not show an open-market sale. The 43,044 shares reported with code F were surrendered to FLAGSTAR BANK to cover tax obligations on shares for which restrictions had lapsed, which is a tax-withholding disposition, not a market sale.

What does the share grant to FLG CEO Joseph Otting represent?

The 81,967 shares reported with code A represent a grant or award of FLAGSTAR BANK common stock. According to the footnotes, his total holdings include service-based restricted stock units that will vest in shares of the issuer’s common stock over time as service conditions are met.

How does the tax withholding transaction affect Joseph Otting’s FLG ownership?

The surrender of 43,044 shares to cover tax obligations reduced Joseph M. Otting’s directly held FLAGSTAR BANK shares from 334,918 to 291,874. This tax-withholding disposition settles taxes on vested restricted shares rather than reflecting a discretionary open-market sale of stock.

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

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Accepted by SEC EDGAR 03/17/2026 - 10:10 AM EDT Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Otting Joseph M

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Exec Chairman, President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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	03/15/2026		A		81,967	A	$0	334,918(1)	D
Common Stock	03/15/2026		F		43,044(2)	D	$0	291,874(1)	D

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. Total includes service based restricted stock units that will vest in shares of Issuer's common stock over the passage of time.

2. These shares were surrendered to the issuer to cover the tax obligations on shares for which restrictions have lapsed.

Remarks:

	/s/ Jan M. Klym, by Power of Attorney	03/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.