Mnuchin-linked entity holds 74,999,994 Flagstar (FLG) shares

Rhea-AI Filing Summary

Steven T. Mnuchin, a director and 10% owner of Flagstar Bank, National Association, reported an acquisition of 9,939 shares of common stock on January 27, 2026, at a price of $0.00 per share. After this transaction, he directly beneficially owned 23,581 shares, which the filing states includes service-based restricted stock units that will vest over time.

The filing also reports 74,999,994 shares of common stock held indirectly through Liberty Strategic Capital (CEN) Holdings, LLC and related investment entities associated with Mnuchin. He disclaims beneficial ownership of these indirectly held shares except to the extent of his pecuniary interest.

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^*

MNUCHIN STEVEN T

(Last) (First) (Middle)

2099 PENNSYLVANIA AVE NW

(Street)

WASHINGTON DC 20006

(City) (State) (Zip)

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

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

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2026

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	01/27/2026		A		9,939	A	$0.00	23,581(1)	D(3)
Common Stock								74,999,994	I	See footnotes(2)(3)

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 the Issuer's Common Stock over the passage of time.

2. Total includes 74,999,994 shares of Common Stock held by Liberty Strategic Capital (CEN) Holdings, LLC, a Delaware limited liability company (the "Liberty Purchaser"). Liberty 77 Capital L.P. (the "Liberty Manager"), a Delaware limited partnership, is the investment manager of the members of the Liberty Purchaser and manager of the Liberty Purchaser. Liberty 77 Capital Partners L.P. (the "Liberty Manager GP"), a Delaware limited partnership, is the general partner of the Liberty Manager. Liberty Capital L.L.C., a Delaware limited liability company, is the general partner of the Liberty Manager GP. STM Partners LLC, a Delaware limited liability company, indirectly controls the Liberty Manager. Steven T. Mnuchin is the president of STM Partners LLC.

3. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.

	/s/ Jesse M. Burwell, as Attorney-in-Fact for Steven T. Mnuchin	01/29/2026
	** 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).
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FAQ

What did Steven T. Mnuchin report in his latest FLG Form 4 filing?

Steven T. Mnuchin reported acquiring 9,939 shares of Flagstar common stock on January 27, 2026, at $0.00 per share. Following this transaction, he directly beneficially owned 23,581 shares, including service-based restricted stock units that vest over time.

How many Flagstar (FLG) shares does Steven T. Mnuchin directly beneficially own after this Form 4?

After the reported transaction, Steven T. Mnuchin directly beneficially owned 23,581 shares of Flagstar 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.

What is the size of the indirect Flagstar (FLG) stake reported through Liberty Strategic Capital entities?

The filing reports 74,999,994 shares of Flagstar common stock held by Liberty Strategic Capital (CEN) Holdings, LLC and related investment entities. These shares are reported as indirectly held, and Mnuchin disclaims beneficial ownership except to the extent of his pecuniary interest.

At what price were the 9,939 Flagstar (FLG) shares acquired in Mnuchin’s Form 4?

The 9,939 shares of Flagstar common stock reported by Steven T. Mnuchin were acquired at a price of $0.00 per share. The filing indicates these holdings include service-based restricted stock units that vest into common shares over time.

What roles does Steven T. Mnuchin have in relation to Flagstar Bank (FLG)?

Steven T. Mnuchin is identified in the filing as both a director and a 10% owner of Flagstar Bank, National Association. The Form 4 reflects his status as a significant insider with board responsibilities and substantial reported ownership interests.

How are Liberty Strategic Capital and related entities connected to Mnuchin’s reported FLG holdings?

The filing states that 74,999,994 Flagstar shares are held by Liberty Strategic Capital (CEN) Holdings, LLC, managed through Liberty 77 Capital entities. STM Partners LLC indirectly controls the Liberty Manager, and Steven T. Mnuchin is president of STM Partners LLC, while disclaiming beneficial ownership beyond pecuniary interest.