[SCHEDULE 13D/A] Finance of America Companies Inc. SEC Filing

Rhea-AI Filing Summary

Finance of America Companies Inc. received an updated ownership filing from Bloom Retirement Holdings Inc. and its majority shareholder, Reza Jahangiri. As of December 23, 2025, they may be deemed to beneficially own 1,894,904 shares of Class A Common Stock, representing 9.49% of the outstanding Class A shares, based on 7,891,348 shares outstanding as of November 7, 2025.

The position includes 95,297 shares of Class A Common Stock held of record by Bloom Retirement Holdings Inc. and 1,799,607 FOAEC Units, each exchangeable on a one-for-one basis into Class A Common Stock. Issuance of FOAEC Units is limited so that Bloom’s ownership does not exceed 9.49% until certain consents, approvals, authorizations and waivers under the Asset Purchase Agreement are satisfied, referred to as the Control Condition.

Since the prior amendment, Bloom Retirement Holdings Inc. has sold 100,704 shares of Class A Common Stock in open-market transactions under a 2025 Rule 10b5-1 trading plan. Except for these plan transactions, the reporting persons state they have not effected other trades in the stock since Amendment No. 13.

Insights

Equity ownership and governance analyst

Bloom Retirement and Reza Jahangiri reaffirm a sub-10% economic stake with structured limits.

The filing reports that Bloom Retirement Holdings Inc. and its majority shareholder, Reza Jahangiri, may be deemed to beneficially own 1,894,904 shares of Finance of America Class A Common Stock, equal to 9.49% of the class as of a base of 7,891,348 shares outstanding on November 7, 2025. This stake combines 95,297 shares held of record with 1,799,607 FOAEC Units, which are exchangeable into Class A shares on a one-for-one basis under previously disclosed agreements.

The structure is constrained by a Control Condition in the Asset Purchase Agreement, under which FOAEC Units are issued only to the extent Bloom’s ownership does not exceed 9.49% of outstanding Class A shares (assuming exchange of all FOAEC Units) until specified consents, approvals, authorizations and waivers are satisfied. This keeps their reported economic interest below a 10% threshold while those conditions remain in place.

The filing also notes that Bloom Retirement Holdings Inc. has disposed of 100,704 shares of Class A Common Stock in open-market sales executed under a 2025 Rule 10b5-1 trading plan, with transaction details summarized in Annex A. Subsequent company disclosures may provide more context on how satisfaction of the Control Condition or further 10b5-1 activity affects the composition of this beneficial stake over time.

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Accepted by SEC EDGAR 12/30/2025 - 04:30 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 14)

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)

12/23/2025

(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).

SCHEDULE 13D

CUSIP No. 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 1,894,904.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,894,904.00

11

Aggregate amount beneficially owned by each reporting person

1,894,904.00

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 No. 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 1,894,904.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 1,894,904.00

11

Aggregate amount beneficially owned by each reporting person

1,894,904.00

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. 14 to Schedule 13D ("Amendment No. 14") 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 5.	Interest in Securities of the Issuer
(a)	The information contained on the cover pages is incorporated by reference to this Item 5. The Reporting Persons may be deemed to beneficially own 1,894,904 shares of Class A Common Stock as of December 23, 2025, representing 9.49% of the Class A Common Stock outstanding based upon 7,891,348 shares of Class A Common Stock outstanding as of November 7, 2025, as set forth in the Issuer's Quarterly Report on Form 10-Q filed by the Issuer on November 13, 2025. The percentage of the Class A Common Stock reported herein gives effect to the Control Condition (as defined below).
(b)	The information contained on the cover pages is incorporated by reference to this Item 5. Bloom Retirement Holdings Inc. is the record holder of 95,297 shares of Class A Common Stock and 1,799,607 FOAEC Units, as reported herein. Mr. Jahangiri is the majority shareholder of Bloom Retirement Holdings Inc. and may be deemed to share voting and dispositive power over the securities held by Bloom Retirement Holdings Inc. The percent of class beneficially owned as reported above gives effect to the Conversion Agreement as previously disclosed in Item 4. The FOAEC Units reported above represent the maximum number of FOAEC Units that may be issued pursuant to the Asset Purchase Agreement. Under the Asset Purchase Agreement, Bloom Retirement Holdings Inc. will be issued FOAEC Units only to the extent that its ownership does not exceed 9.49% of the outstanding shares of Class A Common Stock (giving effect to the deemed exchange of all outstanding FOAEC Units) until, among other conditions, certain consents, approvals, authorizations and waivers are satisfied (the "Control Condition"). Each FOAEC Unit is exchangeable into Class A Common Stock on a one-for-one basis at the option of the holder.
(c)	Since the Reporting Persons' most recent filing in Schedule 13D, Bloom Retirement Holdings Inc. has disposed of 100,704 shares of Class A Common Stock in a series of open-market transactions pursuant to the 2025 10b5-1 Trading Plan. Details by date, listing the number of shares of Class A Common Stock disposed of pursuant to the 2025 10b5-1 Trading Plan and the weighted average price per share, are provided in Annex A. The Reporting Persons undertake to provide, upon request by the staff of the SEC, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price for each transaction. Except as described in this Amendment No. 14, the Reporting Persons have not effected any other transactions with respect to the Class A Common Stock since Amendment No. 13.
(d)	None.
(e)	Not applicable.

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:	12/30/2025

Reza Jahangiri

Signature:	/s/ Reza Jahangiri
Name/Title:	Reza Jahangiri
Date:	12/30/2025