Welcome to our dedicated page for Flagstar Bank, National Association SEC filings (Ticker: FLG), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Flagstar Bank, National Association filings document the bank's public-company reporting as a national bank with NYSE-listed common stock, Bifurcated Option Note Unit Securities, and depositary shares tied to Series A noncumulative perpetual preferred stock. Current reports record quarterly operating results, Regulation FD presentations, annual-meeting notices, and board changes.
Proxy materials cover director elections, governance, executive compensation, shareholder meeting procedures, and pay-versus-performance disclosures. The filing record also identifies capital-structure matters for common and preferred securities, material-event exhibits, and risk-related disclosure categories tied to the bank's regional banking, lending, deposit, and funding activities.
FLAGSTAR BANK, NATIONAL ASSOCIATION executive chairman and CEO Joseph M. Otting reported an equity compensation award of common stock. He acquired 749,625 shares of Common Stock on May 18, 2026 at a stated price of $0.00 per share, reflecting a grant or award rather than an open-market purchase.
Following this award, Otting directly holds 1,041,499 shares of Common Stock. A footnote explains that the reported holdings include service-based restricted stock units that will vest into shares of Flagstar’s common stock over time, highlighting that part of his position is tied to continued service and future vesting.
Flagstar Bank, N.A. has extended Executive Chairman and CEO Joseph Otting’s employment agreement in his CEO role through March 6, 2028 and made several leadership changes. Otting will remain Executive Chairman and CEO but relinquish the President title, while Richard Raffetto and Lee Smith become Co-Presidents and Co-Chief Operating Officers with expanded responsibilities across commercial, consumer and operational functions. Smith continues as Chief Financial Officer. Bao Nguyen is named Chief Legal Officer and Chief Operating Officer for Consumer and Retail Banking, with Peter Sullivan becoming General Counsel and Sydney Menefee moving to Chief Audit Executive. Otting’s amended agreement raises his base salary to $1,400,000 from March 6, 2027, sets target annual cash bonuses of $2,250,000 for 2026 and $2,500,000 for 2027, and grants $10,000,000 in restricted stock units vesting quarterly from March 6, 2027 to March 6, 2028. If he resigns for good reason or is terminated without cause before that date, he is entitled to a severance payment equal to two times his base salary and target bonus, plus an additional payment equal to one times his base salary and bonus in effect immediately before March 6, 2028 in exchange for post-employment restrictive covenants. The company highlights these moves as supporting its long-term strategic plan and executive succession planning.
Flagstar Bank, National Association reported net income of $21 million for the quarter ended March 31, 2026, compared with a net loss of $100 million a year earlier. Earnings attributable to common stockholders were $13 million, or $0.03 per diluted share, versus a loss of $0.26 per share.
Net interest income rose to $443 million from $410 million, and net interest margin improved to 2.15% from 1.74%, helped by paydowns of higher-cost deposits and borrowings and reinvestment into higher-yielding assets. The provision for credit losses was zero, down from $79 million a year ago, reflecting reductions in higher-risk multifamily and commercial real estate portfolios and lower net charge-offs.
Non-interest income declined to $55 million from $80 million, mainly due to a $9 million loss on the investment in Figure Technology Solutions and lower loan sale gains. Non-interest expense fell to $466 million from $532 million on lower FDIC insurance, compensation, and merger-related costs.
At March 31, 2026, Flagstar had $87.1 billion of assets, $60.7 billion of loans, $66.8 billion of deposits, and $8.1 billion of stockholders’ equity. Non-accrual loans were $2.68 billion, or 4.43% of loans, down 10% from year-end, largely due to resolving a single large bankruptcy. The common equity tier 1 capital ratio was a strong 13.23%, and total liquidity of $27.3 billion exceeded $13.6 billion of uninsured deposits.
Flagstar Bank, N.A. filed its Form 10-K for the fiscal year ended December 31, 2025, reporting that the Bank had $87.5 billion of assets, $61.0 billion of loans, $66.0 billion of deposits, and $8.1 billion of total stockholders’ equity as of December 31, 2025. The Bank completed an internal corporate reorganization effective October 17, 2025, becoming the top-level publicly traded entity and succeeding Flagstar Financial, Inc.
The filing describes regulatory status as a national bank supervised by the OCC, continued obligations under Basel III capital standards (the Bank reports capital ratios above "well capitalized" thresholds), various regulatory developments, climate and AML/CFT risk programs, a workforce of 5,631 employees, and certain one-time items including an accrual of $46 million for the FDIC special assessment. Share data: aggregate market value of non-affiliate common stock was $3.2 billion as of June 30, 2025, and shares outstanding were 415,993,081 as of January 31, 2026.
Flagstar Bank, N.A. asks shareholders to vote on four items at its June 9, 2026 virtual annual meeting, including electing eight directors, ratifying KPMG as auditor, an advisory vote on executive pay, and amending the 2020 Omnibus Incentive Plan.
The bank reported a much smaller 2025 net loss of $177 million, versus $1,118 million in 2024, and returned to profitability in Q4 2025 with net income of $29 million and $21 million attributable to common shareholders. Assets were $87.5 billion, loans $61.0 billion, deposits $66.0 billion, and shareholders’ equity $8.1 billion at December 31, 2025.
Management highlighted balance sheet strengthening: the Common Equity Tier One capital ratio rose to 12.83%, commercial real estate loans fell $7.6 billion (17%), criticized and classified loans declined $2.8 billion, net charge-offs dropped to $351 million, and the credit loss provision fell to $184 million. Operating expenses decreased $683 million (26%), brokered deposits declined $7.8 billion to $2.4 billion, and insured deposits reached 80% of total. The stock price rose 35% in 2025.
Flagstar Bank, N.A. reported a profitable first quarter 2026 with net income of $21 million and net income attributable to common stockholders of $13 million, or $0.03 per diluted share. On an adjusted basis, net income attributable to common stockholders was $20 million, or $0.04 per diluted share, excluding a $9 million fair value loss on an equity investment.
Commercial and industrial loans grew $1.4 billion to $16.6 billion, up 9% from the prior quarter, while total deposits rose $0.8 billion to $66.8 billion. Asset quality improved as non-accrual loans fell 11% quarter-over-quarter and criticized/classified loans declined. Net interest margin was 2.15%, up 10 basis points versus the prior quarter after adjusting for a one-time hedge gain, and adjusted operating expenses fell 5%.
Capital remained strong with a common equity tier 1 ratio of 13.24%. The bank issued guidance for 2026, targeting adjusted diluted EPS of $0.60–$0.65, ROAA of 0.30–0.40%, and an efficiency ratio of 70–75%, with further improvements projected for 2027.
FLAGSTAR BANK, NATIONAL ASSOCIATION director Eli H. Miller received an equity grant of 7,326 shares of common stock. The award was reported as a grant or other acquisition at a price of $0.00 per share and brings his directly held position to 7,326 shares. A footnote explains that this total includes service-based restricted stock units that will vest into shares of common stock over time, indicating the grant is tied to continued service rather than an open-market purchase.
Flagstar Bank, N.A. announced that director Alessandro DiNello will not stand for re-election at the 2026 Annual Meeting of Shareholders, so his board term will end at the conclusion of that meeting, expected on June 9, 2026. The Bank stated his decision was not due to any disagreement over its operations, policies, or practices.
The Bank also appointed Eli H. Miller to its Board of Directors effective April 1, 2026, filling a vacancy created by the previously disclosed resignation of Brian Callanan, with a term expiring at the 2026 Annual Meeting. Miller, a Senior Managing Director at Liberty Strategic Capital, will serve on the Risk Assessment and Technology and Operations committees and receive standard non-employee director compensation, including a $97,500 annual cash retainer and $130,000 in annual equity awards, plus additional retainers for committee service.
The Vanguard Group filed Amendment No. 16 to a Schedule 13G for Flagstar Bank NA/Michigan reporting zero shares beneficially owned. The amendment states an internal realignment on January 12, 2026 caused certain Vanguard subsidiaries and business divisions to report separately.
The filing lists Amount beneficially owned: 0 and Percent of class: 0%, and is signed by Ashley Grim, Head of Global Fund Administration, dated 03/26/2026.
FLAGSTAR BANK, NATIONAL ASSOCIATION senior executive Reginald E. Davis reported a routine tax-related share disposition. On this Form 4, 923 shares of common stock were surrendered to the issuer to cover tax obligations when restrictions on previously awarded shares lapsed.
After this withholding, Davis holds 43,782 shares directly and 27,566 shares indirectly by stock award. Footnotes note that his direct holdings now include previously restricted shares that have vested, and that remaining service-based restricted stock units will continue to vest over time, with a December 1, 2022 stock award vesting in two equal installments starting on December 1, 2026.