Other Events ' On July 24, 2026 , the Bank issued a press release announcing that its Board of Directors has authorized a common stock repurchase program under which the Bank may repurchase up to $250 million of its outstanding common stock over the next 12-month period. Repurchases may be conducted through open-market purchases, which may include purchases under a trading plan adopted pursuant to Securities and Exchange Commission Rule 10b5-1, or through privately negotiated transactions. Th…

Results of Operations and Financial Condition On July 24, 2026 , Flagstar Bank, National Association (the “Bank”) issued a press release reporting its financial results for the quarter ended June 30, 2026. A copy of the press release is attached as Exhibit 99.1 to this report.

The excerpt is incomplete and does not provide sufficient details to determine the nature of the event.

President, Co-President, Chief Operating Officer, General Counsel, Chief Legal Officer — Joseph M. Otting, Richard Raffetto, Lee Smith, Bao Nguyen, Peter Sullivan: The leadership changes involve significant role expansions and reassignments to strengthen the executive management team.

Results of Operations and Financial Condition On April 24, 2026 , Flagstar Bank, National Association (the “Bank”) issued a news release reporting its financial results for the quarter ended March 31, 2026. A copy of the news release is attached as Exhibit 99.1 to this report.

Director — Alessandro DiNello: Mr. DiNello decided not to stand for re-election at the Company's Annual Meeting of Shareholders.

Results of Operations and Financial Condition On January 30, 2026 , Flagstar Bank, National Association (the “Company”) issued a news release reporting its financial results for the quarter and year ended December 31, 2025. A copy of the news release is attached as Exhibit 99.1 to this report.

Director — Brian R. Callanan: A director resigned from the board of directors, which is a departure but typically less material than a C-suite executive departure.

Results of Operations and Financial Condition On October 24, 2025 , Flagstar Bank, National Association (the “Company”) issued a news release reporting its financial results for the quarter ended September 30, 2025. A copy of the news release is attached as Exhibit 99.1 to this report.

MATERIAL MODIFICATION TO RIGHTS OF SECURITY HOLDERS The information set forth in Items 1.01, 2.01 and 3.01 is incorporated by reference herein.

ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT In connection with the Reorganization (as defined below), on October 17, 2025, the Bank entered into an amendment to that certain Registration Rights Agreement, dated March 11, 2024, by and between the Predecessor and the purchasers listed on the signature pages thereto (the “ Amendment ”). Under the Amendment, the Bank succeeded to and was substituted for the Predecessor in the Registration Rights Agreement. The amendment also updated the Registrati…

The reorganization did not result in any changes to the roles, compensation, or equity-based awards of the directors and executive officers.

NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING EXHIBITS In connection with the Reorganization, effective October 20, 2025, the Bank Common Stock will be deemed a continued listing of the Predecessor Common Stock on the New York Stock Exchange (the “NYSE”). The Predecessor Common Stock traded on the NYSE under the symbol “FLG” and, effective October 20, 2025, the Bank Common Stock will continue to trade on the NYSE under the symbol “FLG”.

CHANGES IN CONTROL OF REGISTRANT The information set forth in

CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT The Bank has entered into a second supplemental indenture, dated as of October 17, 2025 (the “ Second Supplemental Indenture ”), with the Predecessor and Wilmington Trust, National Association (“ Wilmington Trust, N.A. ”), as Trustee. By the terms of the Second Supplemental Indenture, the Bank assumed the due and punctual payment of the principal of (and premium, if any) and inter…

COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS On October 17, 2025, the Predecessor completed its previously announced internal reorganization to streamline its corporate structure (the “ Reorganization ”) pursuant to which the Predecessor merged with and into the Bank, with the Bank continuing as a publicly-traded company. The Reorganization was consummated pursuant to the Agreement and Plan of Merger, dated as of July 24, 2025, by and between the Predecessor and the Bank, as amended and…

UNREGISTERED SALES OF EQUITY SECURITIES The information set forth in

Entry into a Material Definitive Agreement On August 22, 2025, Flagstar Financial, Inc. (the “Company”), in connection with its previously announced internal reorganization to streamline its corporate structure by merging the Company with and into its wholly-owned bank subsidiary, Flagstar Bank, N.A., a nationally chartered banking association (the “Bank”), with the Bank as the resulting entity, entered into separate voting agreements with affiliates of funds managed by Liberty 77 Capital L.P…

Results of Operations and Financial Condition On July 25, 2025 , Flagstar Financial, Inc. (the “Company”) issued a news release reporting its financial results for the quarter ended June 30, 2025. A copy of the news release is attached as Exhibit 99.1 to this report.

Entry into a Material Definitive Agreement On July 24, 2025, Flagstar Financial, Inc. (the “Company”), as part of an internal reorganization to streamline its corporate structure, entered into an Agreement and Plan of Merger (the “Plan of Merger”) with its wholly-owned bank subsidiary, Flagstar Bank, N.A., a nationally chartered banking association (the “Bank”). Under the terms of the Plan of Merger, the Company will be merged with and into the Bank (the “Merger”), with the Bank continuing as…

Senior Executive Vice President — Richard Raffetto: The filing discloses a new employment agreement and compensation terms for an existing executive, which is a compensatory arrangement rather than a change in management status or departure.

Results of Operations and Financial Condition On April 25, 2025 , Flagstar Financial, Inc. (the “Company”) issued a news release reporting its financial results for the quarter ended March 31, 2025. A copy of the news release is attached as Exhibit 99.1 to this report.

Executive — Mr. Otting: The filing discloses the execution of a new employment agreement for Mr. Otting, indicating a senior executive hire rather than a departure.

Results of Operations and Financial Condition On January 30, 2025 , Flagstar Financial, Inc. (the “Company”) issued a news release reporting its financial results for the quarter and year ended December 31, 2024. A copy of the news release is attached as Exhibit 99.1 to this report.

Director — Brian Callanan: The filing discloses the appointment of a new director to fill a vacancy, which is a routine board composition change rather than the departure of a senior executive.