Stock-Related Benefits Plans

9 Months Ended

Sep. 30, 2024

Share-Based Payment Arrangement [Abstract]

Stock Based Compensation

At September 30, 2024, the Company had a total of 12,949,972 shares (reflective of the 1-for-3 reverse stock split effected July 11, 2024) available for grants as restricted stock, options, or other forms of related rights under the 2020 Incentive Plan, which includes the remaining shares available, converted at the merger conversion factor from the legacy Flagstar Bancorp, Inc. 2016 Stock Plan. The Company granted 2,068,462 shares of restricted stock, with an average fair value of $8.86 per share on the date of grant, during the nine months ended September 30, 2024.

Compensation and benefits expense related to the restricted stock awards is recognized on a straight-line basis over the vesting period and totaled $39 million and $31 million for the nine months ended September 30, 2024 and 2023, respectively.

As of September 30, 2024, unrecognized compensation cost relating to unvested restricted stock totaled $79 million. This amount will be recognized over a remaining weighted average period of 2.1 years.

Forfeitures of Restricted Stock Awards are accounted for as they occur.

Stock Options

On March 6, 2024, the Company granted 6,333,333 stock options (1,333,333 vest on March 6, 2025 and 5,000,000 vest in 12 equal quarterly installments on the final day of each quarter beginning June 30, 2024) to senior executives of the Company. These options expire on March 6, 2034. On April 25, 2024 the Company granted 3,000,000 stock options to senior executives of the Company; these options vest in three equal installments on each of the first three anniversaries of the grant date and expire on April 25, 2031. On June 21, 2024 the Company granted 1,000,000 stock options to senior executives of the Company which vest in three equal installments on each of the first three anniversaries of the grant date. These options expire on June 21, 2031. On July 24, 2024 the Company granted 1,000,000 stock options to senior executives of the Company, which vest in three equal installments on each of the first three anniversaries of the grant date. These options expire on July 24, 2031. On July 29, 2024 the Company granted 2,000,000 stock options to senior executives of the Company, which vest in three equal installments on each of the first three anniversaries of the grant date. These options will expire on July 29, 2031. All relevant share information related to stock options is reflective of the 1-for-3 reverse stock split effected July 11, 2024. The Company generally utilizes the Black-Scholes option pricing model to measure the fair value of stock option grants, although measurements for long-dated options are difficult due to lack of market data appropriate for the instrument lives. No stock options were forfeited during the nine months ended September 30, 2024. The Company estimates the options granted in the nine months ended September 30, 2024 to have a grant date fair-value of $72 million, which will be recognized in compensation expense over the vesting period.

The following table summarizes stock options activity for the period indicated:


(in thousands, except per share data)	Nine Months ended September 30, 2024
Stock Options	Number of Options		Weighted- Average Exercise Price per Share
Outstanding as of January 1	$	—	$	—
Granted	13,333		8.44
Vested	(833)		6.00

Unvested at end of period	12,500		8.60
Exercisable at end of period	833