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[Form 4] Finance of America Companies Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Positive)
Form Type
4

Rhea-AI Filing Summary

Leon G. Cooperman, a director of Finance of America Companies Inc. (FOA), reported multiple purchases of Class A common stock between May 22, 2025 and August 5, 2025. The filing shows a direct purchase of 5,575 shares and several indirect purchases held through accounts he controls, increasing reported beneficial ownership to 1,267,690 shares as of August 5, 2025. In addition, Omega Capital Partners, L.P., an entity over which Mr. Cooperman has investment discretion, purchased $15,000,000 of unsecured convertible notes on August 4, 2025 that convert into 789,473 shares at $19.00 per share subject to a 9.99% beneficial ownership cap. The Form 4 was filed late and the filer acknowledges the untimely reporting and undertakes to file timely going forward.

Positive

  • Director purchases shares and increases reported ownership to 1,267,690 shares, indicating continued investment by an insider
  • Omega Capital Partners purchased $15,000,000 in convertible notes convertible into 789,473 shares at $19.00, showing substantial capital commitment

Negative

  • Form 4 was not filed on time; the filing explicitly acknowledges late reporting for transactions between May 22, 2025 and August 5, 2025
  • Convertible notes include potential dilution if converted into 789,473 shares, which could affect existing shareholders depending on conversion

Insights

TL;DR: Significant insider purchases and a large convertible note position increase potential equity exposure and signal director-level capital commitment.

The reported transactions show aggregated insider purchases through both direct and indirect accounts bringing reported beneficial ownership to 1,267,690 Class A shares, plus exposure to 789,473 shares via convertible notes held by Omega Capital Partners. The convertible notes total $15,000,000 at a $19 conversion price and include customary ownership limitations. These disclosures increase the director's economic stake and potential future dilution dynamics given conversion features.

TL;DR: Multiple purchases by a director are material disclosures; late filing is a governance compliance concern.

While the transactions themselves reflect active acquisition across several dates, the Form 4 notes the filings were not timely and were amended to current. The late reporting is explicitly acknowledged in the filing and the Reporting Person commits to timely future filings. From a governance perspective, timely Section 16 reporting is important for regulatory compliance and market transparency.

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*
COOPERMAN LEON G

(Last) (First) (Middle)
ST. ANDREW'S COUNTRY CLUB
7118 MELROSE CASTLE LANE

(Street)
BOCA RATON FL 33496

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Finance of America Companies Inc. [ FOA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/22/2025
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
Class A Common Stock, par value $0.0001 per share 05/22/2025 P 5,575 A $21.33 5,575 D
Class A Common Stock, par value $0.0001 per share 05/22/2025 P 350 A $21.33 350 I See Footnote(1)
Class A Common Stock, par value $0.0001 per share 05/22/2025 P 45 A $21.33 45 I See Footnote(2)
Class A Common Stock, par value $0.0001 per share 05/22/2025 P 30 A $21.33 30 I See Footnote(3)
Class A Common Stock, par value $0.0001 per share 06/10/2025 P 10,000 A $22 1,232,575 I See Footnote(4)
Class A Common Stock, par value $0.0001 per share 06/11/2025 P 4,597 A $21.9 1,237,172 I See Footnote(4)
Class A Common Stock, par value $0.0001 per share 06/17/2025 P 10,000 A $21.2 1,247,172 I See Footnote(4)
Class A Common Stock, par value $0.0001 per share 06/18/2025 P 8,778 A $21 1,255,950 I See Footnote(4)
Class A Common Stock, par value $0.0001 per share 06/20/2025 P 1,112 A $20.9 1,257,062 I See Footnote(4)
Class A Common Stock, par value $0.0001 per share 08/05/2025 P 10,628 A $22.53 1,267,690 I See Footnote(4)
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
Convertible Notes $19 08/04/2025 P 789,473 (5) 08/04/2028 Class A Common Stock, par value $0.0001 per share 789,473 (5) 789,473 I See Footnote(4)
Explanation of Responses:
1. These securities are held in the individual retirement account of Mr. Cooperman. The Reporting Person disclaims beneficial ownership, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
2. These securities are held in the individual retirement account of Michael Cooperman, the Reporting Person's adult child, over which the Reporting Person maintains investment discretion. The Reporting Person disclaims beneficial ownership, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
3. These securities are held in the individual retirement account of Toby Cooperman, the Reporting Person's spouse, over which the Reporting Person maintains investment discretion. The Reporting Person disclaims beneficial ownership, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership for purposes of Section 16 or for any other purpose.
4. The securities are held in the account of Omega Capital Partners, L.P., a private investment entity over which the Reporting Person has investment discretion. The Reporting Person disclaims beneficial ownership 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 for purposes of Section 16 or for any other purpose.
5. On August 4, 2025, the Omega Capital Partners purchased $15,000,000.00 worth of unsecured convertible notes (the "Convertible Notes") of the Issuer that are convertible, in the aggregate, into 789,473 shares of the Issuer's Class A Common Stock, par value $0.0001 per share (the "Common Stock") at a conversion price of $19.00 per share. The Convertible Notes are convertible at anytime at the option of the Issuer or the Reporting Person; provided, however, that the Convertible Notes may not be converted into shares of Common Stock to the extent that the Reporting Person would beneficially own more than 9.99% of the Issuer's Common Stock after giving effect to such conversion.
Remarks:
This Form 4 reports transactions that were not timely filed. The transactions occurred between May 22, 2025 and August 5, 2025 and are being reported on Form 4 to bring the Reporting Person's ownership reports current. The Reporting Person acknowledges the late filing and undertakes to make all future filings on a timely basis.
/s/ Edward Levy, Attorney-In-Fact, POA on file 09/02/2025
** 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.

FAQ

What insider transactions did Leon G. Cooperman report for FOA?

Multiple purchases of FOA Class A common stock between May 22, 2025 and August 5, 2025, including a direct purchase of 5,575 shares and additional indirect holdings that increased reported ownership to 1,267,690 shares.

Did the filing disclose any convertible securities for FOA?

Yes. Omega Capital Partners purchased $15,000,000 of unsecured convertible notes on August 4, 2025 convertible into 789,473 shares at a conversion price of $19.00 per share.

Was the Form 4 filed on time for these FOA transactions?

No. The filing states the transactions occurred between May 22, 2025 and August 5, 2025 and that the Form 4 was not timely filed; the Reporting Person acknowledges the late filing.

Are any of the reported shares held indirectly for FOA?

Yes. Several reported purchases are held indirectly through Omega Capital Partners, L.P. and individual retirement accounts for family members over which the Reporting Person has investment discretion.

Is there any ownership limitation on converting the FOA notes?

Yes. The convertible notes may not be converted to the extent conversion would cause the Reporting Person to beneficially own more than 9.99% of the Issuer's common stock.
Finance Of America Companies Inc

NYSE:FOA

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5.18%
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