[SCHEDULE 13D/A] Finance of America Companies Inc. SEC Filing
Rhea-AI Filing Summary
Bloom Retirement Holdings Inc. and Reza Jahangiri updated their ownership in Finance of America Companies Inc. (FOA), reporting beneficial ownership of 1,995,608 shares of Class A common stock as of November 20, 2025, equal to 9.49% of the class based on 7,891,348 shares outstanding as of November 7, 2025. Bloom is the record holder of 196,001 Class A shares and 1,799,607 FOAEC Units, each exchangeable into one Class A share. Issuance of FOAEC Units is limited by a 9.49% ownership cap until certain consents and approvals, defined as the Control Condition, are satisfied. Since their prior report, Bloom sold 126,173 Class A shares in open-market transactions under a 2025 10b5-1 trading plan and made a gift of 4,310 shares on November 12, 2025.
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FAQ
How much of Finance of America (FOA) does Bloom Retirement Holdings and Reza Jahangiri currently beneficially own?
They report beneficial ownership of 1,995,608 shares of FOA Class A common stock as of November 20, 2025, representing 9.49% of the Class A shares outstanding based on 7,891,348 shares reported outstanding as of November 7, 2025.
What portion of FOA holdings are directly held as Class A common stock versus FOAEC Units?
Bloom Retirement Holdings Inc. is the record holder of 196,001 shares of FOA Class A common stock and 1,799,607 FOAEC Units. Each FOAEC Unit is exchangeable into one share of Class A common stock at the option of the holder.
What is the 9.49% Control Condition mentioned for FOA and FOAEC Units?
Under the Asset Purchase Agreement, Bloom Retirement Holdings Inc. will be issued FOAEC Units only so long as its ownership does not exceed 9.49% of the outstanding Class A common stock, giving effect to the deemed exchange of all FOAEC Units, until certain consents, approvals, authorizations and waivers, defined as the Control Condition, are satisfied.
What recent transactions in FOA stock did Bloom Retirement report in this Schedule 13D amendment?
Since the most recent prior filing, Bloom Retirement Holdings Inc. disposed of 126,173 Class A shares in a series of open-market transactions under a 2025 10b5-1 trading plan. In addition, on November 12, 2025, Bloom disposed of 4,310 Class A shares by gift.
How is Reza Jahangiri related to Bloom Retirement Holdings Inc. in the context of FOA ownership?
Reza Jahangiri is the majority shareholder of Bloom Retirement Holdings Inc. and may be deemed to share voting and dispositive power over the FOA securities held by Bloom Retirement Holdings Inc. Both Bloom and Jahangiri report the same 1,995,608 shares beneficially owned and the same 9.49% ownership percentage.
What is the basis for the 9.49% ownership calculation in the FOA Schedule 13D/A?
The 9.49% beneficial ownership is calculated based on 7,891,348 shares of FOA Class A common stock reported outstanding as of November 7, 2025 in the company’s Quarterly Report on Form 10-Q filed on November 13, 2025, and gives effect to the Control Condition referenced in the amendment.