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Finance of America Companies Inc.

For the period ended May 15, 2026. Filed Apr 7, 2026.

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May 15, 2026 · Filed Apr 7, 2026

FOA$12.74-0.7%Stored close · as of Nov 6, 2026
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Contents

Convertible Notes

On August 4, 2025, the Company entered into convertible note purchase agreements providing for the purchase of an aggregate of $40 million of a new series of unsecured convertible promissory notes (the “Convertible Notes”). Omega Capital Partners, L.P., a private investment entity over which Leon Cooperman has investment discretion, purchased Convertible Notes with an aggregate principal amount of $15 million. The Convertible Notes, funded and issued on August 4, 2025, mature on August 4, 2028, have a 0% coupon rate, and are convertible, in whole or in part, at the option of the Company or the holder into shares of Class A Common Stock at $18.00 per share for the first year following the issuance date or $19.00 per share starting one year from the issuance date, in each case, subject to customary adjustments. However, certain limitations apply to the ability of a noteholder to convert their Convertible Notes. For example, a noteholder may not convert their Convertible Notes to the extent that doing so would cause such holder to be required to provide notice to or obtain consents, approvals or other authorizations, or an exemption from any such notice, consent, approval or other authorization, from any governmental entity overseeing the Company’s direct and indirect regulated mortgage activities (including the Government National Mortgage Association or the Federal National Mortgage Association), until the applicable notice, consent, approval or authorization has been provided or obtained. Further, a noteholder may not convert their Convertible Notes to the extent that doing so would cause such holder, together with its affiliates, and any other persons acting as a group (as determined in accordance with Section 13(d) of the Exchange Act and the rules promulgated thereunder), to exceed specified beneficial ownership thresholds. If neither the Company nor the holder elects to convert the Convertible Notes into shares of Class A Common Stock, the $40 million will be payable on the maturity date.

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