SEC Info - Schwarzman Stephen A, et al. - ‘4’ for 4/1/24 re: Finance of America Companies Inc.

Ownership Document

Schema Version: X0508

Document Type: 4

Period of Report: 4/1/24

Issuer:

Issuer CIK: 1828937

Issuer Name: Finance of America Companies Inc.

Issuer Trading Symbol: FOA

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1853348

Owner Name: Blackstone Tactical Opportunities Fund - U - NQ L.L.C.

Reporting Owner Address:

Owner Street 1: C/O BLACKSTONE INC.

Owner Street 2: 345 PARK AVENUE

Owner City: NEW YORK

Owner State: NY

Owner ZIP Code: 10154

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1853346

Owner Name: Blackstone Tactical Opportunities Fund - T - NQ L.P.

Reporting Owner Address:

Owner Street 1: C/O BLACKSTONE INC.

Owner Street 2: 345 PARK AVENUE

Owner City: NEW YORK

Owner State: NY

Owner ZIP Code: 10154

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1853347

Owner Name: Blackstone Tactical Opportunities Fund II - C - NQ L.P.

Reporting Owner Address:

Owner Street 1: C/O BLACKSTONE INC.

Owner Street 2: 345 PARK AVENUE

Owner City: NEW YORK

Owner State: NY

Owner ZIP Code: 10154

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1770693

Owner Name: BTAS NQ Holdings L.L.C.

Reporting Owner Address:

Owner Street 1: C/O BLACKSTONE INC.

Owner Street 2: 345 PARK AVENUE

Owner City: NEW YORK

Owner State: NY

Owner ZIP Code: 10154

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1770701

Owner Name: BTAS Associates-NQ L.L.C.

Reporting Owner Address:

Owner Street 1: C/O BLACKSTONE INC.

Owner Street 2: 345 PARK AVENUE

Owner City: NEW YORK

Owner State: NY

Owner ZIP Code: 10154

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1853342

Owner Name: Blackstone Family Tactical Opportunities Investment Partnership SMD L.P.

Reporting Owner Address:

Owner Street 1: C/O BLACKSTONE INC.

Owner Street 2: 345 PARK AVENUE

Owner City: NEW YORK

Owner State: NY

Owner ZIP Code: 10154

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1404964

Owner Name: BLACKSTONE FAMILY GP LLC

Reporting Owner Address:

Owner Street 1: C/O BLACKSTONE INC.

Owner Street 2: 345 PARK AVENUE

Owner City: NEW YORK

Owner State: NY

Owner ZIP Code: 10154

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1393818

Owner Name: Blackstone Inc.

Reporting Owner Address:

Owner Street 1: C/O BLACKSTONE INC.

Owner Street 2: 345 PARK AVENUE

Owner City: NEW YORK

Owner State: NY

Owner ZIP Code: 10154

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1404071

Owner Name: Blackstone Group Management L.L.C.

Reporting Owner Address:

Owner Street 1: C/O BLACKSTONE INC.

Owner Street 2: 345 PARK AVENUE

Owner City: NEW YORK

Owner State: NY

Owner ZIP Code: 10154

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Reporting Owner:

Reporting Owner ID:

Owner CIK: 1070844

Owner Name: SCHWARZMAN STEPHEN A

Reporting Owner Address:

Owner Street 1: C/O BLACKSTONE INC.

Owner Street 2: 345 PARK AVENUE

Owner City: NEW YORK

Owner State: NY

Owner ZIP Code: 10154

Owner State Description:

Reporting Owner Relationship:

Is Director? No

Is Officer? No

Is Ten Percent Owner? Yes

Is Other? No

Aff 10b5 One? No

Non-Derivative Table:

Non-Derivative Transaction:

Security Title:

Value: Class A Common Stock

Transaction Date:

Value: 4/1/24

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Footnote ID: F1

Transaction Amounts:

Transaction Shares:

Value: 394,081

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: A

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 8,111,184

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: See Footnotes

Footnote ID: F3

Footnote ID: F6

Footnote ID: F7

Footnote ID: F8

Footnote ID: F11

Footnote ID: F12

Footnote ID: F13

Footnote ID: F14

Non-Derivative Transaction:

Security Title:

Value: Class A Common Stock

Transaction Date:

Value: 4/1/24

Transaction Coding:

Transaction Form Type: 4

Transaction Code: J

Equity Swap Involved? No

Footnote ID: F2

Transaction Amounts:

Transaction Shares:

Value: 394,081

Transaction Price Per Share:

Value: 0.00

Footnote ID: F2

Transaction Acquired-Disposed Code:

Value: D

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 7,717,103

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: See Footnotes

Footnote ID: F3

Footnote ID: F6

Footnote ID: F7

Footnote ID: F8

Footnote ID: F11

Footnote ID: F12

Footnote ID: F13

Footnote ID: F14

Non-Derivative Transaction:

Security Title:

Value: Class A Common Stock

Transaction Date:

Value: 4/1/24

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Footnote ID: F1

Transaction Amounts:

Transaction Shares:

Value: 2,262

Transaction Price Per Share:

Footnote ID: F1

Transaction Acquired-Disposed Code:

Value: A

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 45,490

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: See Footnotes

Footnote ID: F4

Footnote ID: F9

Footnote ID: F11

Footnote ID: F12

Footnote ID: F13

Footnote ID: F14

Non-Derivative Transaction:

Security Title:

Value: Class A Common Stock

Transaction Date:

Value: 4/1/24

Transaction Coding:

Transaction Form Type: 4

Transaction Code: J

Equity Swap Involved? No

Footnote ID: F2

Transaction Amounts:

Transaction Shares:

Value: 2,262

Transaction Price Per Share:

Value: 0.00

Footnote ID: F2

Transaction Acquired-Disposed Code:

Value: D

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 43,228

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: See Footnotes

Footnote ID: F4

Footnote ID: F9

Footnote ID: F11

Footnote ID: F12

Footnote ID: F13

Footnote ID: F14

Non-Derivative Transaction:

Security Title:

Value: Class A Common Stock

Transaction Date:

Value: 4/1/24

Transaction Coding:

Transaction Form Type: 4

Transaction Code: J

Equity Swap Involved? No

Footnote ID: F2

Transaction Amounts:

Transaction Shares:

Value: 172,491

Transaction Price Per Share:

Value: 0.00

Footnote ID: F2

Transaction Acquired-Disposed Code:

Value: D

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 24,162,521

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: See Footnotes

Footnote ID: F5

Footnote ID: F10

Footnote ID: F11

Footnote ID: F12

Footnote ID: F13

Footnote ID: F14

Derivative Table:

Derivative Transaction:

Security Title:

Value: LLC Units of Finance of America Equity Capital LLC

Conversion or Exercise Price:

Footnote ID: F1

Transaction Date:

Value: 4/1/24

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Footnote ID: F1

Transaction Amounts:

Transaction Shares:

Value: 394,081

Transaction Price Per Share:

Value: 0.00

Transaction Acquired-Disposed Code:

Value: D

Exercise Date:

Footnote ID: F1

Expiration Date:

Footnote ID: F1

Underlying Security:

Underlying Security Title:

Value: Class A Common Stock

Underlying Security Shares:

Value: 394,081

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 48,099,223

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: See Footnotes

Footnote ID: F3

Footnote ID: F6

Footnote ID: F7

Footnote ID: F8

Footnote ID: F11

Footnote ID: F12

Footnote ID: F13

Footnote ID: F14

Derivative Transaction:

Security Title:

Value: LLC Units of Finance of America Equity Capital LLC

Conversion or Exercise Price:

Footnote ID: F1

Transaction Date:

Value: 4/1/24

Transaction Coding:

Transaction Form Type: 4

Transaction Code: C

Equity Swap Involved? No

Footnote ID: F1

Transaction Amounts:

Transaction Shares:

Value: 2,262

Transaction Price Per Share:

Value: 0.00

Transaction Acquired-Disposed Code:

Value: D

Exercise Date:

Footnote ID: F1

Expiration Date:

Footnote ID: F1

Underlying Security:

Underlying Security Title:

Value: Class A Common Stock

Underlying Security Shares:

Value: 2,262

Post-Transaction Amounts:

Shares Owned Following Transaction:

Value: 276,115

Ownership Nature:

Direct or Indirect Ownership:

Value: I

Nature of Ownership:

Value: See Footnotes

Footnote ID: F4

Footnote ID: F9

Footnote ID: F11

Footnote ID: F12

Footnote ID: F13

Footnote ID: F14

Footnotes:

Footnote - F1: 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 are exchangeable for shares of the Issuer's Class A common stock ("Class A Common Stock") on a one-for-one basis. These exchange rights do not expire.

Footnote - F2: Pursuant to the LTIP Award Settlement Agreement (the "LTIP Award Settlement Agreement"), dated as of October 12, 2020, by and among the Issuer, the Reporting Persons or certain of their affiliates and certain other equityholders of the Issuer and Finance of America Equity Capital LLC, such equityholders are obligated to deliver a number of shares of Class A Common Stock to the Issuer in connection with the settlement of awards of restricted stock units granted by the Issuer. On April 1, 2024, in connection with the Issuer's settlement of restricted stock units into shares of Class A Common Stock, certain Reporting Persons delivered certain shares of Class A Common Stock to the Issuer pursuant to the LTIP Award Settlement Agreement.

Footnote - F3: Reflects securities directly held by BTO Urban Holdings L.L.C.

Footnote - F4: Reflects securities directly held by Blackstone Family Tactical Opportunities Investment Partnership - NQ - ESC L.P.

Footnote - F5: Reflects securities directly held by BTO Urban Holdings II L.P.

Footnote - F6: BTO Urban Holdings L.L.C. 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)),

Footnote - F7: 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.

Footnote - F8: 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's senior managing directors and controlled by its founder, Mr. Schwarzman.

Footnote - F9: The general partner of Blackstone Family Tactical Opportunities Investment Partnership - NQ - ESC L.P. 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.

Footnote - F10: The general partner of BTO Urban Holdings II L.P. 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.

Footnote - F11: 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.

Footnote - F12: Due to the limitations of the electronic filing system, certain Reporting Persons are filing a separate Form 4.

Footnote - F13: 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.

Footnote - F14: 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.

Owner Signature:

Signature Name: BLACKSTONE TACTICAL OPPORTUNITIES FUND - U - NQ L.L.C. 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: COO

Signature Date: 4/3/24

Owner Signature:

Signature Name: BLACKSTONE TACTICAL OPPORTUNITIES FUND II - C - NQ 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: COO

Signature Date: 4/3/24

Owner Signature:

Signature Name: BLACKSTONE TACTICAL OPPORTUNITIES FUND - T - NQ 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: COO

Signature Date: 4/3/24

Owner Signature:

Signature Name: BTAS NQ HOLDINGS L.L.C., By: BTAS Associates - NQ L.L.C., its managing member, By: Blackstone Holdings II L.P., its managing member, By: Blackstone Holdings I/II GP L.L.C., its general partner, By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: SMD

Signature Date: 4/3/24

Owner Signature:

Signature Name: BTAS ASSOCIATES - NQ L.L.C., By: Blackstone Holdings II L.P., its managing member, By: Blackstone Holdings I/II GP L.L.C., its general partner, By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director

Signature Date: 4/3/24

Owner Signature:

Signature Name: BLACKSTONE FAMILY TACTICAL OPPORTUNITIES INVESTMENT PARTNERSHIP SMD L.P., By: Blackstone Family GP LLC, its general partner, By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director

Signature Date: 4/3/24

Owner Signature:

Signature Name: BLACKSTONE FAMILY GP LLC, By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director

Signature Date: 4/3/24

Owner Signature:

Signature Name: BLACKSTONE INC., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director

Signature Date: 4/3/24

Owner Signature:

Signature Name: BLACKSTONE GROUP MANAGEMENT L.L.C., By: /s/ Tabea Hsi, Name: Tabea Hsi, Title: Senior Managing Director

Signature Date: 4/3/24

Owner Signature:

Signature Name: /s/ Stephen A. Schwarzman

Signature Date: 4/3/24

Schwarzman Stephen A, et al. – ‘4’ for 4/1/24 re: Finance of America Companies Inc.

On: Wednesday, 4/3/24, at 5:30pm ET · For: 4/1/24 · As: 10% Owner · Accession #: 950170-24-41318 · File #: 1-40308

Previous ‘4’: ‘4’ on 3/14/24 for 3/12/24 · Next & Latest: ‘4’ on 4/29/24 for 4/25/24

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34

Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

The SEC has not released XSLT Stylesheets needed to render this File’s XML Data as a Form.

Schwarzman Stephen A, et al. – ‘4’ for 4/1/24 re: Finance of America Companies Inc.

On: Wednesday, 4/3/24, at 5:30pm ET · For: 4/1/24 · As: 10% Owner · Accession #: 950170-24-41318 · File #: 1-40308

Previous ‘4’: ‘4’ on 3/14/24 for 3/12/24 · Next & Latest: ‘4’ on 4/29/24 for 4/25/24

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34Filing Table of Contents

This ‘4’ Document is an XML Data File that may be rendered in various formats:

The SEC has not released XSLT Stylesheets needed to render this File’s XML Data as a Form.

Statement of Changes in Beneficial Ownership of Securities by an Insider — Form 4 — SEA’34

Filing Table of Contents