Finance Of America Companies (FOA) Proxy filing summary

Executive summary

• Annual Meeting scheduled for May 15, 2026, to be held virtually, allowing electronic voting and real-time questions from shareholders.

• Three main proposals: election of six directors, advisory vote on executive compensation, and ratification of BDO USA, P.C. as independent auditor for 2026.

• Board recommends voting in favor of all proposals.

• Forward-looking statements highlight risks and uncertainties, referencing risk factors in the 2025 Form 10-K.

Voting matters and shareholder proposals

• Shareholders will vote on director elections, executive compensation (say-on-pay), and auditor ratification.

• Voting rights are structured by class: Class A Common (one vote per share), Class B Common (votes tied to LLC units), and Series A Preferred (votes on as-converted basis, capped at 4.9% of total voting power).

• Quorum requires majority in voting power; plurality voting for directors, majority for other proposals.

• Shareholder proposals for the 2027 meeting must be submitted by December 8, 2026, for proxy inclusion.

Board of directors and corporate governance

• Board consists of six nominees with diverse backgrounds in finance, government, technology, and investment.

• Majority of directors are independent under NYSE standards.

• Board committees: audit, compensation, and nominating/governance, all with written charters.

• Recent change: company ceased to be a "controlled company" after repurchasing Blackstone's equity; committees to be fully independent by February 2027.

• Code of Business Conduct and Ethics and Corporate Governance Guidelines are in place and reviewed regularly.