Bloom Retirement (NYSE: FOA) adopts 10b5-1 plan for share sales

Rhea-AI Filing Summary

Finance of America Companies Inc. (FOA) received an amended Schedule 13D from Bloom Retirement Holdings Inc. and Reza Jahangiri. They report beneficial ownership of 1,576,243 shares of Class A common stock, representing 9.49% of the class, with shared voting and dispositive power.

On May 6, 2025, Bloom Retirement Holdings Inc. entered into a Rule 10b5-1 trading plan with Goldman Sachs & Co. LLC. The plan permits the broker to make periodic sales of up to an aggregate 650,000 shares of FOA Class A common stock beginning on June 8, 2026, providing a pre-arranged framework for potential future share sales.

Insights

Equity ownership and governance analyst

Large FOA holder sets pre-planned route to sell part of stake.

Bloom Retirement Holdings Inc. and Reza Jahangiri report beneficial ownership of 1,576,243 FOA Class A shares, or 9.49% of the class, with shared voting and dispositive power. This confirms a sizable but sub-10% position.

The filing adds a Rule 10b5-1 trading plan under which Goldman Sachs & Co. LLC may sell up to 650,000 shares starting on June 8, 2026. Such plans are designed to systematize sales over time and help separate trading decisions from day-to-day market developments.

Actual impact on FOA’s trading will depend on how many of the 650,000 shares are ultimately sold under the plan. The amendment mainly updates investors on ownership levels and the existence of this structured sale mechanism, without changing FOA’s underlying business fundamentals.

Key Figures

Beneficial ownership: 1,576,243 shares Ownership percentage: 9.49% 10b5-1 plan size: 650,000 shares +2 more

5 metrics

Beneficial ownership 1,576,243 shares Class A common stock beneficially owned

Ownership percentage 9.49% Percent of FOA Class A common stock

10b5-1 plan size 650,000 shares Maximum aggregate shares subject to 2026 10b5-1 Trading Plan

Plan entry date May 6, 2025 Date Bloom Retirement entered 2026 10b5-1 Trading Plan

Plan start date June 8, 2026 Earliest date broker may begin sales under plan

Key Terms

Rule 10b5-1, trading plan, beneficially owned, shared voting power, +2 more

6 terms

Rule 10b5-1 regulatory

"entered into a trading plan (the "2026 10b5-1 Trading Plan") pursuant to Rule 10b5-1 , as amended."

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

trading plan financial

"entered into a trading plan (the "2026 10b5-1 Trading Plan") pursuant to Rule 10b5-1"

A trading plan is a written set of rules an investor follows about what to buy or sell, when to enter and exit positions, and how much risk to accept—like a travel itinerary that maps the route, stops, and budget before a trip. It matters because it helps remove emotional decisions during market swings, enforces discipline, and makes performance easier to review and improve, reducing the chance of costly impulsive moves.

beneficially owned financial

"Aggregate amount beneficially owned by each reporting person 1,576,243.00"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

shared voting power financial

"Shared Voting Power 1,576,243.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power financial

"Shared Dispositive Power 1,576,243.00"

Schedule 13D regulatory

"This Amendment No. 16 to ("Amendment No. 16") amends and supplements the originally filed"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 05/08/2026 - 04:45 PM Learn about SEC filing dates

FAQ

How many Finance of America (FOA) shares do Bloom Retirement and Reza Jahangiri beneficially own?

They beneficially own 1,576,243 shares of FOA Class A common stock, representing 9.49% of the outstanding class. Voting and dispositive power over these shares is reported as shared, rather than held solely by either reporting person.

What does the new Rule 10b5-1 trading plan for FOA shares allow?

The 2026 10b5-1 Trading Plan allows Goldman Sachs & Co. LLC to make periodic sales of up to an aggregate 650,000 FOA Class A shares on behalf of Bloom Retirement Holdings Inc., beginning on June 8, 2026, under pre-set instructions.

When was the FOA 2026 10b5-1 trading plan entered into?

Bloom Retirement Holdings Inc. entered into the 2026 10b5-1 Trading Plan on May 6, 2025. This plan is established in advance and is referenced in the amended Schedule 13D as Exhibit 11 attached to the filing.

Who is the broker executing potential FOA share sales under the 10b5-1 plan?

Goldman Sachs & Co. LLC is named as the broker under the 2026 10b5-1 Trading Plan. It may conduct periodic sales of FOA Class A common stock, up to a total of 650,000 shares, on behalf of Bloom Retirement Holdings Inc.

Does the filing describe any other agreements regarding FOA securities?

The filing states that, apart from the 2026 10b5-1 Trading Plan, the reporting persons do not have contracts, arrangements, understandings, or relationships with any person concerning FOA securities, including transfer, voting arrangements, options, guarantees of profits, or similar agreements.

What is the significance of the 9.49% ownership level in FOA for the reporting persons?

The 9.49% figure shows that Bloom Retirement Holdings Inc. and Reza Jahangiri are substantial FOA shareholders but below the 10% threshold. This level requires detailed beneficial ownership reporting, as reflected in the amended Schedule 13D filing.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 16)

Finance of America Companies Inc.

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

31738L206

(CUSIP Number)

Reza Jahangiri
895 Dove Street, Suite 300,
Newport Beach, CA, 92660
(866) 948-0003

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

05/06/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 31738L206

1

Name of reporting person

Bloom Retirement Holdings Inc.

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

CALIFORNIA

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,576,243.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,576,243.00

11

Aggregate amount beneficially owned by each reporting person

1,576,243.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

9.49 %

14

Type of Reporting Person (See Instructions)

CO

SCHEDULE 13D

CUSIP Number(s): 31738L206

1

Name of reporting person

Reza Jahangiri

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 1,576,243.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,576,243.00

11

Aggregate amount beneficially owned by each reporting person

1,576,243.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

9.49 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Class A Common Stock
(b)	Name of Issuer: Finance of America Companies Inc.
(c)	Address of Issuer's Principal Executive Offices: 5830 Granite Parkway, Suite 400, Plano, TEXAS , 75024.
Item 1 Comment: This Amendment No. 16 to Schedule 13D ("Amendment No. 16") amends and supplements the Schedule 13D originally filed with the United States Securities and Exchange Commission on April 10, 2023 (as amended to date, the "Schedule 13D"), relating to the shares of Class A common stock, par value $0.0001 per share (the "Class A Common Stock"), of Finance of America Companies Inc., a Delaware corporation (the "Issuer"). Capitalized terms used herein without definition shall have the meanings set forth in the Schedule 13D.
Item 4.	Purpose of Transaction
	Item 4 of the Schedule 13D is amended and supplemented as follows: 2026 10b5-1 Trading Plan On May 6, 2025, Bloom Retirement Holdings Inc. entered into a trading plan (the "2026 10b5-1 Trading Plan") pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. The 2026 10b5-1 Trading Plan provides that Goldman Sachs & Co. LLC (the "Broker") may make periodic sales of up to an aggregate 650,000 shares of Class A Common Stock on behalf of Bloom Retirement Holdings Inc. beginning on June 8, 2026. This description of the 2026 10b5-1 Trading Plan does not purport to be complete and is qualified in its entirety by the full text of the 2026 10b5-1 Trading Plan, which is attached as an exhibit to this Schedule 13D and incorporated herein by reference.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 of the Schedule 13D is amended and supplemented as follows: Item 4 above summarizes certain provisions of the 2026 10b5-1 Trading Plan and is incorporated herein by reference. A copy of such agreement is attached as an exhibit to this Schedule 13D, and is incorporated by reference herein. Except as set forth herein, the Reporting Persons do not have any contracts, arrangements, understandings or relationships (legal or otherwise) with any person with respect to any securities of the Issuer, including but not limited to any contracts, arrangements, understandings or relationships concerning the transfer or voting of such securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or losses, or the giving or withholding of proxies.
Item 7.	Material to be Filed as Exhibits.
	Item 7 of the Schedule 13D is amended and supplemented as follows: Exhibit 11: 10b5-1 Trading Plan, dated May 6, 2026.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Bloom Retirement Holdings Inc.

Signature:	/s/ Reza Jahangiri
Name/Title:	Reza Jahangiri, Majority Shareholder
Date:	05/08/2026

Reza Jahangiri

Signature:	/s/ Reza Jahangiri
Name/Title:	Reza Jahangiri
Date:	05/08/2026