Flagstar Bank (FLG) investor relations material

Voting matters and shareholder proposals

• Election of eight directors, with all nominees recommended for approval by the board.

• Ratification of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026.

• Advisory vote to approve, on a non-binding basis, the compensation of named executive officers.

• Approval of an amendment to the 2020 Omnibus Incentive Plan.

• Proxies may vote on other business presented at the meeting at their discretion.

Board of directors and corporate governance

• Board recommends all director nominees for election at the annual meeting.

• Virtual annual meeting scheduled for June 9, 2026, at 10:00 A.M. EDT.

Executive compensation and say-on-pay

• Advisory vote on executive compensation is included as a non-binding proposal.

• Amendment to the 2020 Omnibus Incentive Plan proposed for approval.