Finance of America details 2026 shareholder vote results

Finance of America Companies Inc. held its annual stockholder meeting on May 15, 2026, with total voting power of 17,570,559 votes as of the March 18, 2026 record date.

Rhea-AI Filing Summary

Finance of America Companies Inc. held its annual stockholder meeting on May 15, 2026, with total voting power of 17,570,559 votes as of the March 18, 2026 record date. The capital structure included vested and unvested Class A Common Stock, Class B Common Stock linked to Class A LLC Units, and 50,000 shares of Series A Convertible Perpetual Preferred Stock carrying 860,957 votes and subject to a 4.9% voting power cap on an as-converted basis at a $35.00 conversion price.

Stockholders elected six directors for terms expiring at the 2027 annual meeting, with each nominee receiving over 11.4 million votes for. They also approved, on a non-binding advisory basis, the compensation of named executive officers by 10,611,992 votes for and 2,157,955 against, with additional abstentions and broker non-votes. Finally, stockholders ratified the appointment of BDO USA, P.C. as independent registered public accounting firm for the fiscal year ending December 31, 2026, by 14,185,272 votes for and minimal opposition.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Total voting power: 17,570,559 votes Votes represented at meeting: 14,213,707 votes Series A Preferred voting power: 860,957 votes +3 more

6 metrics

Total voting power 17,570,559 votes As of record date March 18, 2026

Votes represented at meeting 14,213,707 votes 80.89% of total voting power present or by proxy

Series A Preferred voting power 860,957 votes 50,000 Series A Convertible Perpetual Preferred shares as of record date

Series A conversion price $35.00 per share Conversion price for Series A Preferred as of March 18, 2026

Say-on-pay votes for 10,611,992 votes Advisory approval of named executive officer compensation

Auditor ratification votes for 14,185,272 votes Ratification of BDO USA, P.C. for fiscal year ending December 31, 2026

Key Terms

Series A Convertible Perpetual Preferred Stock, as-converted basis, broker non-votes, non-binding and advisory basis, +1 more

5 terms

Series A Convertible Perpetual Preferred Stock financial

"50,000 shares of Series A Convertible Perpetual Preferred Stock (“Series A Preferred Stock”), representing a voting power of 860,957 votes."

A Series A convertible perpetual preferred stock is an early-class preferred share that pays priority dividends and has no set maturity date, while giving holders the option to convert those shares into common stock. Think of it as a hybrid between a steady-income claim and an ownership ticket — it usually ranks ahead of common shareholders for payments but can turn into common shares, affecting dividend income, voting, and potential dilution for existing investors.

as-converted basis financial

"The holders of shares of Series A Preferred Stock are entitled to vote on an as-converted basis with the holders of shares of Common Stock as a single class"

As-converted basis means counting securities that can become common stock—like convertible bonds or preferred shares—as if they already were common shares when calculating totals such as shares outstanding, ownership percentages, or per-share metrics. Investors use it to see the potential dilution and the “what-if” size of the shareholder base; it’s like imagining all restaurant coupons have been redeemed so you know how crowded the table could become and how slices of the pie would shrink.

broker non-votes financial

"The voting results were as follows Director Nominee | Votes For | Votes Withheld | Broker Non-Votes"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

non-binding and advisory basis financial

"The stockholders approved, on a non-binding and advisory basis, the compensation of the named executive officers of the Company."

independent registered public accounting firm financial

"The stockholders ratified the appointment of BDO USA, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026."

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

FAQ

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

What was the total voting power at Finance of America (FOA)’s 2026 annual meeting?

The total voting power at the 2026 annual meeting was 17,570,559 votes as of March 18, 2026. This included Class A Common Stock, Class B Common Stock tied to LLC units, and Series A Convertible Perpetual Preferred Stock voting on an as-converted basis.

Were all director nominees elected at Finance of America (FOA)’s 2026 annual meeting?

Yes, all six director nominees were elected to the Board for terms expiring at the 2027 annual meeting. Each nominee, including Lance N. West and Andrew Essex, received more than 11.4 million votes in favor, with broker non-votes reported separately.

How did Finance of America (FOA) stockholders vote on executive compensation in 2026?

Stockholders approved the named executive officer compensation on a non-binding advisory basis with 10,611,992 votes for and 2,157,955 votes against. There were 28,174 abstentions and 1,415,586 broker non-votes, indicating broad but not unanimous support for the pay program.

Which auditor did Finance of America (FOA) stockholders ratify for fiscal 2026?

Stockholders ratified BDO USA, P.C. as the independent registered public accounting firm for the fiscal year ending December 31, 2026. The ratification received 14,185,272 votes for, with only 25,390 votes against and 3,045 abstentions, signaling strong approval.

How do Series A Preferred shares vote at Finance of America (FOA)?

Holders of Series A Convertible Perpetual Preferred Stock vote on an as-converted basis with common stock as a single class, capped at 4.9% of total voting power. As of March 18, 2026, 50,000 Series A shares represented 860,957 votes at a $35.00 conversion price.

What role does Class B Common Stock play in Finance of America (FOA)’s voting structure?

Class B Common Stock has no economic rights but carries voting power equal to the Class A LLC Units held by each holder in Finance of America Equity Capital LLC. At the record date, 12 Class B shares represented the voting power of 7,731,821 Class A LLC Units.

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

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Accepted by SEC EDGAR 05/21/2026 - 04:06 PM EDT Learn about SEC filing dates

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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): May 15, 2026

FINANCE OF AMERICA COMPANIES INC.

(Exact name of registrant as specified in its charter)

Delaware			001-40308			85-3474065
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

5830 Granite Parkway, Suite 400

Plano, Texas 75024

(Address of principal executive offices, including Zip Code)

(877) 202-2666

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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))

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A Common Stock, par value $0.0001 per share

FOA

New York Stock Exchange

NYSE Texas, Inc.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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 5.07 Submission of Matters to a Vote of Security Holders.

On May 15, 2026, Finance of America Companies Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Meeting”) for the purpose of voting on the three proposals below, each of which is described in more detail in the Company’s definitive proxy statement, dated April 7, 2026.

As of the close of business on March 18, 2026, the record date for the Meeting, there was a total voting power of 17,570,559 votes, consisting of the following shares entitled to vote at the Meeting: (i) 8,551,931 vested shares of Class A Common Stock, (ii) 425,850 unvested shares of Class A Common Stock, (iii) 12 shares of Class B Common Stock, representing the voting power of 7,731,821 Class A Units (“Class A LLC Units”) of Finance of America Equity Capital LLC (“FOAEC”), and (iv) 50,000 shares of Series A Convertible Perpetual Preferred Stock (“Series A Preferred Stock”), representing a voting power of 860,957 votes. The shares of Class B Common Stock have no economic rights, but entitle each holder, without regard to the number of shares of Class B Common Stock held by such holder, to a number of votes that is equal to the aggregate number of Class A LLC Units of FOAEC held by such holder on all matters on which shareholders of the Company are entitled to vote generally. The holders of shares of Series A Preferred Stock are entitled to vote on an as-converted basis with the holders of shares of Common Stock as a single class, provided that such holders will not be entitled to voting power greater than 4.9% of the aggregate total voting power of the outstanding shares of Common Stock. Shares of Series A Preferred Stock are convertible at the option of the holders thereof at any time, subject to certain limitations, into shares of Class A Common Stock at a rate equal to (i) $1,000 divided by (ii) the conversion price, and a cash payment for accrued and unpaid dividends, cash in lieu of fractional shares and, in certain circumstances, dividend catch-up payments relating to dividends on other equity. As of the March 18, 2026 record date for the Meeting, the conversion price was $35.00 per share of Series A Preferred Stock.

The holders of 14,213,707 votes, or 80.89% of the voting power, consisting of vested Class A Common Stock, unvested Class A Common Stock, Class B Common Stock, and Series A Preferred Stock were present in person or were represented by valid proxies at the Meeting.

Proposal 1: Election of Directors

The stockholders elected the individuals listed below as directors to serve on the Company’s Board for a term expiring at the Company’s 2027 annual meeting of stockholders. The voting results were as follows:

Director Nominee						Votes For						Votes Withheld						Broker Non-Votes
Brian L. Libman						12,627,395						170,726						1,415,586
Norma C. Corio						11,674,520						1,123,601						1,415,586
Andrew Essex						12,757,323						40,798						1,415,586
Cory S. Gardner						11,630,195						1,167,926						1,415,586
Tyson A. Pratcher						11,493,488						1,304,633						1,415,586
Lance N. West						12,770,448						27,673						1,415,586

Proposal 2: Advisory Vote on Named Executive Officer Compensation

The stockholders approved, on a non-binding and advisory basis, the compensation of the named executive officers of the Company. The voting results were as follows:

Votes For						Votes Against						Abstain						Broker Non-Votes
10,611,992						2,157,955						28,174						1,415,586

Proposal 3: Ratification of Appointment of BDO USA, P.C.

The stockholders ratified the appointment of BDO USA, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The voting results were as follows:

Votes For						Votes Against						Abstain
14,185,272						25,390						3,045

SIGNATURES

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.

						Finance of America Companies Inc.
Date:			May 21, 2026			By:			/s/ Matthew A. Engel
									Name: Matthew A. Engel
									Title: Chief Financial Officer

Filing Exhibits & Attachments

4 documents

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