CHD Insider Buys 1,457 Shares at $96.11 鈥� Form 4 Filing

Q: What did CHD Director Penry W. Price buy on 30-Jun-2025?

He purchased 1,457 shares of Church & Dwight common stock at $96.11 per share.

Q: How many CHD shares does the director now own?

Following the transaction, Penry W. Price directly owns 28,500 CHD shares .

Q: Were any derivative securities involved in this Form 4 filing for CHD?

No. No derivative securities were reported in the filing.

Q: Does the filing mention a Rule 10b5-1 trading plan?

The Form 4 does not reference any 10b5-1 plan for this purchase.

Q: Is this insider purchase significant for CHD investors?

The buy is relatively small (~$140 k) , so it is more of a sentiment signal than a material financial event.

[424B3] New York Community Bancorp, Inc. Prospectus Filed Pursuant to Rule 424(b)(3)

Filing Impact

(Low)

Filing Sentiment

(Neutral)

Form Type

424B3

Rhea-AI Filing Summary

Church & Dwight (CHD) 鈥� Form 4 insider purchase

Director Penry W. Price disclosed the open-market acquisition of 1,457 common shares on 30-Jun-2025 at $96.11 per share (鈮� $140 k in total). After the trade, his direct stake rises to 28,500 shares. No derivative transactions or sales were reported, and the filing is made by a single reporting person with no 10b5-1 plan indicated.

While the dollar amount is immaterial against CHD鈥檚 multibillion-dollar market capitalization, insider buying is typically interpreted as a modest vote of confidence in the company鈥檚 prospects. The filing contains no additional financial data or qualitative commentary.

Positive

Director purchased 1,457 shares at $96.11, modestly expanding personal stake to 28,500 shares, a potential signal of insider confidence.

Negative

Transaction value (~$140 k) is immaterial relative to market capitalization, limiting its practical impact on valuation or trade flows.

Insights

TL;DR: Small insider buy signals confidence but is unlikely to move CHD鈥檚 valuation.

The purchase adds roughly $140 k in exposure, increasing Price鈥檚 direct holdings to 28.5 k shares. Insider buys are statistically correlated with future outperformance, yet the position change represents only a fraction of average daily volume and less than 0.01 % of shares outstanding. With no accompanying derivative activity or 10b5-1 indication, the transaction appears discretionary. Overall impact on institutional sentiment, liquidity, and earnings outlook is negligible, but the directional signal is marginally positive.

07/08/2025 - 10:33 AM

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-280398

Prospectus Supplement No. 3

(to Prospectus dated May 8, 2025)

Flagstar Financial, Inc.

This prospectus supplement amends and supplements the prospectus dated May 8, 2025, as amended or supplemented from time to time (the “Prospectus”), which forms a part of our Registration Statement on Form S-1 (No. 333-280398). This prospectus supplement is being filed to update and supplement the information in the Prospectus with the information contained in our Current Report on Form 8-K filed with the Securities and Exchange Commission on July 7, 2025 (the “Form 8-K”). Accordingly, we have attached the Form 8-K to this prospectus supplement.

The Prospectus and this prospectus supplement relate to the offer and sale from time to time by the selling securityholders listed in the section of the Prospectus entitled “Selling Securityholders” of up to (i) 263,828,622 shares of our common stock, par value $0.01 per share (“Common Stock”), and (ii) 314,954 net-settled warrants (“Warrants”). The shares of Common Stock and Warrants are referred to as the “Securities” herein.

This prospectus supplement updates and supplements the information in the Prospectus and is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement.

Investing in the Securities involves a high degree of risk. See “Risk Factors” beginning on page 11 of the Prospectus.

Our Common Stock is listed on the New York Stock Exchange (the “NYSE”) under the symbol “FLG.” On July 7, 2025, the closing price of our Common Stock on the NYSE was $11.08 per share. The Warrants are not listed for trading on the NYSE or any other national securities exchange.

Neither the Securities and Exchange Commission nor any other state securities commission has approved or disapproved of the Securities or passed on the adequacy or accuracy of the Prospectus or this prospectus supplement. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is July 7, 2025

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 1, 2025

FLAGSTAR FINANCIAL, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware

1-31565

06-1377322

(State or Other Jurisdiction

of Incorporation)

Commission File Number

(IRS Employer Identification No.)


102 Duffy Avenue,	Hicksville,	New York	11801
(Address of principal executive offices)

(516) 683-4100

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Exchange Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common stock, $0.01 par value per share

FLG

New York Stock Exchange

Bifurcated Option Note Unit Securities SM

FLG PRU

New York Stock Exchange

Depositary Shares each representing a 1/40th interest in a share of Fixed-to-Floating Rate Series A Noncumulative Perpetual Preferred Stock

FLG PRA

New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company			☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange

Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On July 1, 2025, Flagstar Bank, National Association (the “Bank”), the wholly owned subsidiary of Flagstar Financial, Inc. (the “Company”), entered into an employment agreement with Richard Raffetto, the Senior Executive Vice President and the President of Commercial and Private Banking of the Bank.

The employment agreement provides that Mr. Raffetto will receive an annual base salary of $700,000 and will be eligible to receive an annual cash bonus with a target amount of $700,000. Beginning in the fourth calendar year of employment, Mr. Raffetto will be eligible to participate in the Company’s long-term equity incentive program and receive annual equity award grants on the same basis as other senior executives of the Company, as determined by the Company in its sole discretion. He will also be eligible to participate in the Bank’s benefit plans on the same basis as other senior executives of the Bank. The employment agreement further provides for the payment of Mr. Raffetto’s costs and expenses relating to his relocation to the New York City metropolitan area.

Additionally, the employment agreement provides that if Mr. Raffetto is terminated by the Bank for cause (as defined in the agreement), if Mr. Raffetto terminates his employment without good reason (as defined in the agreement), or if Mr. Raffetto’s employment is terminated due to death or disability, he will be entitled to receive certain accrued benefits through the termination date. The employment agreement also provides that if Mr. Raffetto’s employment is terminated by Mr. Raffetto for good reason or by the Bank without cause, Mr. Raffetto will also generally be entitled to receive additional continued health care benefits and a lump sum payment equal to Mr. Raffetto’s base salary and target bonus that would have been paid from the termination date until the third anniversary of the effective date of the employment agreement.

The employment agreement also includes post-employment restrictive covenants, including 12-month non-solicitation of customers and employees, six-month non-competition related to direct competition with the Company’s then-existing material businesses, perpetual confidentiality and mutual non-disparagement.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.



Date:	July 7, 2025	FLAGSTAR FINANCIAL, INC.

		/s/ Bao Nguyen
		Bao Nguyen
		Senior Executive Vice President, General Counsel and Chief of Staff

Source:

FAQ

What did CHD Director Penry W. Price buy on 30-Jun-2025?

He purchased 1,457 shares of Church & Dwight common stock at $96.11 per share.

How many CHD shares does the director now own?

Following the transaction, Penry W. Price directly owns 28,500 CHD shares.

Were any derivative securities involved in this Form 4 filing for CHD?

No. No derivative securities were reported in the filing.

Does the filing mention a Rule 10b5-1 trading plan?

The Form 4 does not reference any 10b5-1 plan for this purchase.

Is this insider purchase significant for CHD investors?

The buy is relatively small (~$140 k), so it is more of a sentiment signal than a material financial event.

AG真人官方

[424B3] New York Community Bancorp, Inc. Prospectus Filed Pursuant to Rule 424(b)(3)

Insights

FAQ

What did CHD Director Penry W. Price buy on 30-Jun-2025?

How many CHD shares does the director now own?

Were any derivative securities involved in this Form 4 filing for CHD?

Does the filing mention a Rule 10b5-1 trading plan?

Is this insider purchase significant for CHD investors?

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[424B3] New York Community Bancorp, Inc. Prospectus Filed Pursuant to Rule 424(b)(3)

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Financial Analyst neutral

FAQ

What did CHD Director Penry W. Price buy on 30-Jun-2025?

How many CHD shares does the director now own?

Were any derivative securities involved in this Form 4 filing for CHD?

Does the filing mention a Rule 10b5-1 trading plan?

Is this insider purchase significant for CHD investors?

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NYCB Rankings

NYCB Latest News

NYCB Latest SEC Filings

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