Finance of America (FOA) entities sell 4,014,910 shares in deal

Rhea-AI Filing Summary

Finance of America Companies Inc. reported a significant insider transaction involving entities affiliated with Blackstone that are 10% owners. On February 27, 2026, they sold an aggregate 4,014,910 securities, including LLC units of Finance of America Equity Capital LLC and Class A and Class B common stock, generally at $10.00 per security.

The securities had been held indirectly through entities such as Urban Holdings LLC, BFTO LP and Urban Holdings II LP, and were repurchased by the company under an Amended and Restated Repurchase Agreement dated November 13, 2025. A related exchange agreement allowed LLC units to be swapped one-for-one into Class A common stock with no expiration.

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
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X

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^*

Blackstone Tactical Opportunities Associates - NQ L.L.C.

(Last) (First) (Middle)

C/O BLACKSTONE INC.

345 PARK AVENUE

(Street)

NEW YORK NY 10154

(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)
02/27/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	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	02/27/2026		S(1)		385,855	D	$10	0	I	By Urban Holdings LLC(3)(6)(7)(8)(11)(12)
Class A Common Stock	02/27/2026		S(1)		2,161	D	$10	0	I	By BFTO LP(4)(9)(11)(12)
Class A Common Stock	02/27/2026		S(1)		1,208,126	D	$10	0	I	By Urban Holdings II LP(5)(10)(11)(12)
Class B Common Stock	02/27/2026		S(1)		1	D	$0	0	I	See(3)(6)(7)(8)(11)(12)
Class B Common Stock	02/27/2026		S(1)		1	D	$0	0	I	See(4)(9)(11)(12)

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
LLC Units of Finance of America Equity Capital LLC	(2)	02/27/2026		S(1)			2,404,961	(2)	(2)	Class A Common Stock	2,404,961	$10	0	I	By Urban Holdings LLC(3)(6)(7)(8)(11)(12)
LLC Units of Finance of America Equity Capital LLC	(2)	02/27/2026		S(1)			13,805	(2)	(2)	Class A Common Stock	13,805	$10	0	I	By BFTO LP(4)(9)(11)(12)

1. Name and Address of Reporting Person^*

Blackstone Tactical Opportunities Associates - NQ L.L.C.

(Last) (First) (Middle)

C/O BLACKSTONE INC.

345 PARK AVENUE

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

BTOA - NQ L.L.C.

(Last) (First) (Middle)

C/O BLACKSTONE INC.

345 PARK AVENUE

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

BTO Urban Holdings II L.P.

(Last) (First) (Middle)

C/O BLACKSTONE INC.

345 PARK AVENUE

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

BTO - NQ Side-by-Side GP L.L.C.

(Last) (First) (Middle)

C/O BLACKSTONE INC.

345 PARK AVENUE

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Blackstone Family Tactical Opportunities Investment Partnership NQ - ESC L.P.

(Last) (First) (Middle)

C/O BLACKSTONE INC.

345 PARK AVENUE

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Blackstone Holdings II L.P.

(Last) (First) (Middle)

C/O BLACKSTONE INC.

345 PARK AVENUE

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Blackstone Holdings I/II GP L.L.C.

(Last) (First) (Middle)

C/O BLACKSTONE INC.

345 PARK AVENUE

(Street)

NEW YORK NY 10154

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The reported securities were repurchased by the Issuer pursuant to that certain Amended and Restated Repurchase Agreement dated as of November 13, 2025, by and among the Issuer, BTO Urban Holdings L.L.C., ("Urban Holdings LLC"), Blackstone Family Tactical Opportunities Investment Partnership - NQ - ESC L.P. ("BFTO LP"), BTO Urban Holdings II L.P. ("Urban Holdings II LLC") and Blackstone Tactical Opportunities Associates - NQ L.L.C.

2. Pursuant to the terms of an exchange agreement, dated as of April 1, 2021, limited liability company units of Finance of America Equity Capital LLC ("FOA Units") held by the Reporting Persons were exchangeable for shares of the Issuer's Class A common stock ("Class A Common Stock") on a one-for-one basis. These exchange rights had no expiration date.

3. Reflects securities previously held directly by Urban Holdings LLC.

4. Reflects securities previously held directly by BFTO LP.

5. Reflects securities previously held directly by Urban Holdings II LP.

6. Urban Holdings LLC is owned by Blackstone Tactical Opportunities Fund - NQ L.P., Blackstone Tactical Opportunities Fund II - NQ L.P., Blackstone Tactical Opportunities Fund - A (RA) - NQ L.P., Blackstone Tactical Opportunities Fund - I - NQ L.P., Blackstone Tactical Opportunities Fund - S - NQ L.P., Blackstone Tactical Opportunities Fund - C - NQ L.P., Blackstone Tactical Opportunities Fund - L - NQ L.P., Blackstone Tactical Opportunities Fund - O - NQ L.P., Blackstone Tactical Opportunities Fund - N - NQ L.P., Blackstone Tactical Opportunities Fund - U - NQ L.L.C., Blackstone Tactical Opportunities Fund II - C - NQ L.P., Blackstone Tactical Opportunities Fund - T - NQ L.P. (collectively, each of the Blackstone Tactical Opportunities Funds described in this paragraph shall be referred to as the "Blackstone Tactical Opportunities Funds"), (continued in footnote (7)).

7. BTAS NQ Holdings L.L.C. and Blackstone Family Tactical Opportunities Investment Partnership SMD L.P. The general partner of each of the Blackstone Tactical Opportunities Funds is Blackstone Tactical Opportunities Associates - NQ L.L.C. The sole member of Blackstone Tactical Opportunities Associates - NQ L.L.C. is BTOA - NQ L.L.C. The managing member of BTOA - NQ L.L.C. is Blackstone Holdings II L.P. The managing member of BTAS NQ Holdings L.L.C. is BTAS Associates - NQ L.L.C. The managing member of BTAS Associates - NQ L.L.C. is Blackstone Holdings II L.P.

8. The general partner of Blackstone Family Tactical Opportunities Investment Partnership SMD L.P. is Blackstone Family GP LLC. Blackstone Family GP LLC is wholly owned by Blackstone Inc.'s senior managing directors and controlled by its founder, Mr. Schwarzman.

9. The general partner of BFTO LP is BTO - NQ Side-by-Side GP L.L.C. The sole member of BTO - NQ Side-by-Side GP L.L.C. is Blackstone Holdings II L.P.

10. The general partner of Urban Holdings II LP is Blackstone Tactical Opportunities Associates - NQ L.L.C. The sole member of Blackstone Tactical Opportunities Associates - NQ L.L.C. is BTOA - NQ L.L.C. The managing member of BTOA - NQ L.L.C. is Blackstone Holdings II L.P. The general partner of Blackstone Holdings II L.P. is Blackstone Holdings I/II GP L.L.C.

11. Blackstone Inc. is the sole member of Blackstone Holdings I/II GP L.L.C. The sole holder of the Series II preferred stock of Blackstone Inc. is Blackstone Group Management L.L.C. Blackstone Group Management L.L.C. is wholly owned by Blackstone's senior managing directors and controlled by its founder, Stephen A. Schwarzman.

12. Information with respect to each of the Reporting Persons is given solely by such Reporting Person, and no Reporting Person has responsibility for the accuracy or completeness of information supplied by another Reporting Person. Each of the Reporting Persons (other than to the extent it directly holds securities reported herein) disclaims beneficial ownership of the securities held by the other Reporting Persons, except to the extent of such Reporting Person's pecuniary interest therein, and, pursuant to Rule 16a-1(a)(4) under the Securities Exchange Act of 1934, each of the Reporting Persons (other than to the extent it directly holds securities reported herein) states that the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of all of the reported securities for purposes of Section 16 or for any other purpose.

Remarks:

Due to the limitations of the electronic filing system, certain Reporting Persons are filing a separate Form 4.

	BLACKSTONE FAMILY, TACTICAL OPPORTUNITIES, INVESTMENT PARTNERSHIP, NQ - ESC L.P., By: BTO - NQ, Side-by-Side GP L.L.C., its general, partner By: /s/ Christopher J., James, Name: Christopher J., James, Title: Authorized Signatory	03/02/2026
	BTO - NQ SIDE-BY-SIDE GP, L.L.C., By: /s/ Christopher J., James, Name: Christopher J., James, Title: Authorized Signatory	03/02/2026
	BTO URBAN HOLDINGS II L.P., By: Blackstone Tactical Opportunities Associates - NQ L.L.C., its general partner, By: BTOA - NQ L.L.C., its sole member, By: /s/ Christopher J. James, Name: Christopher J. James, Title: Authorized Signatory	03/02/2026
	BLACKSTONE TACTICAL OPPORTUNITIES ASSOCIATES - NQ L.L.C., By: BTOA - NQ L.L.C., its sole member, By: /s/ Christopher J. James, Name: Christopher J. James, Title: Authorized Signatory	03/02/2026
	BTOA - NQ L.L.C., By: /s/ Christopher J. James, Name: Christopher J. James, Title: Authorized Signatory	03/02/2026
	BLACKSTONE HOLDINGS II L.P., By: Blackstone Holdings I/II GP L.L.C., its general partner, By: /s/ Victoria Portnoy, Name: Victoria Portnoy, Title: Managing Director - Assistant Secretary	03/02/2026
	BLACKSTONE HOLDINGS I/II GP L.L.C., By: /s/ Victoria Portnoy, Name: Victoria Portnoy, Title: Managing Director - Assistant Secretary	03/02/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Blackstone-related entities report in FOA stock?

Blackstone-affiliated entities reported selling 4,014,910 FOA-related securities. The sales on February 27, 2026 involved LLC units and Class A and B common stock, all reported as indirect transactions by 10% owners associated with Finance of America Companies Inc. at generally $10.00 per security.

How many Finance of America (FOA) securities were sold and at what price?

A total of 4,014,910 securities tied to FOA were sold. The transactions, mainly at $10.00 per unit or share, covered LLC units of Finance of America Equity Capital LLC plus Class A and Class B common stock, as disclosed in the Form 4 filing.

Which types of FOA securities were involved in this Form 4 transaction?

The filing covers LLC units and multiple share classes. It reports sales of LLC Units of Finance of America Equity Capital LLC, Class A common stock and Class B common stock of Finance of America Companies Inc., all held indirectly through Blackstone-related investment entities.

What agreement governed Finance of America (FOA) repurchasing these securities?

The company repurchased the securities under an Amended and Restated Repurchase Agreement. Dated November 13, 2025, this agreement among Finance of America, Urban Holdings LLC, BFTO LP, Urban Holdings II LP and Blackstone Tactical Opportunities Associates governed the repurchase of the reported securities.

How are FOA LLC units exchangeable into Class A common stock?

FOA LLC units were exchangeable one-for-one into Class A common stock. Under an April 1, 2021 exchange agreement, LLC units of Finance of America Equity Capital LLC could be swapped for shares of Finance of America’s Class A common stock on a 1:1 basis, with no expiration date.

Were the FOA insider transactions direct or indirect holdings?

All reported FOA transactions involved indirect holdings. The Form 4 identifies ownership as indirect, with securities previously held by entities such as Urban Holdings LLC, BFTO LP and Urban Holdings II LP, rather than directly by individual insiders, reflecting complex Blackstone-related investment structures.