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FLAGSTAR FINANCIAL INC. 2024-2025 Proxy Voting Records

Compiled from SEC Form N-PX filings and FLAGSTAR FINANCIAL INC.’s Form 8-K, filed 2025-06-06 (Item 5.07 on EDGAR). Page generated 02 October 2026.

8Reported items
376Asset managers
1,744Fund votes
2025-06-04Meeting date

Proxy season: 2024-2025

Explore FLAGSTAR FINANCIAL INC. in the interactive database Compare manager voting policies

Official 2024-2025 meeting results reported by FLAGSTAR FINANCIAL INC.

These tallies are FLAGSTAR FINANCIAL INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2025-06-06 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

FLAGSTAR FINANCIAL INC. — official shareholder meeting results, meeting held 2025-06-04
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Outcome
Elect Director: Brian R. Callanan	291,077,900	2,330,748	549,286	--	--	Majority: yes
Elect Director: Marshall Lux	267,303,804	25,680,310	973,820	--	--	Majority: yes
Elect Director: Allen C. Puwalski	289,297,028	4,101,350	559,556	--	--	Majority: yes
There were 0 broker non-votes on this proposal.	260,494,962	32,107,185	1,355,787	--	--	Majority: yes

Source: FLAGSTAR FINANCIAL INC., Form 8-K, filed with the SEC on 2025-06-06 — read the filing on EDGAR.

How asset managers voted at the FLAGSTAR FINANCIAL INC. 2024-2025 meeting

Each item below shows how the 376 asset managers that disclosed a FLAGSTAR FINANCIAL INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of FLAGSTAR FINANCIAL INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. An advisory vote to approve, on a non-binding basis, compensation of our named executive officers disclosed in the accompanying proxy statement.

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2025-06-04.

Combines 6 wordings of this item as funds reported it.

82% fund support · no official result

FOR 82%AGAINST 18%

The 354 asset managers below cast 82% of the shares they voted on this item FOR (140,062,153 for, 30,144,196 against).

FOR: 140,062,153 (82.2%)AGAINST: 30,144,196 (17.7%)ABSTAIN: 104,307 (0.1%)NOT VOTED: 20 (0.0%)

Largest asset managers voting on “An advisory vote to approve, on a non-binding basis, compensation of our named executive officers disclosed in” at FLAGSTAR FINANCIAL INC., 2024-2025
Asset manager	For	Against	Vote
REVERENCE CAPITAL PARTNERS, L.P.	35,981,113	0	For
Vanguard	32,820,540	14,741	For
BlackRock	23,219,531	76,450	For
T. Rowe Price	10,559,993	1,163,513	For
Charles Schwab	7,397,375	0	For
State Street	1,897,542	4,921,388	Against
Victory Capital	0	6,290,428	Against
Azora Capital LP	4,393,520	0	For
GEODE CAPITAL MANAGEMENT, LLC	4,069,047	0	For
Fidelity	3,699,088	14,393	For
PRIVATE MANAGEMENT GROUP INC	2,989,086	0	For
Northern Trust	0	2,379,334	Against
STEADFAST CAPITAL MANAGEMENT LP	2,017,300	0	For
Federated Hermes	1,766,942	22,907	For
MELLON INVESTMENTS Corp	0	1,660,778	Against
Freestone Grove Partners LP	1,569,760	0	For
Dimensional	0	1,097,298	Against
SEI	789,276	0	For
HOTCHKIS & WILEY CAPITAL MANAGEMENT LLC	0	744,490	Against
Rubric Capital Management LP	738,671	0	For
PARAMETRIC PORTFOLIO ASSOCIATES LLC	0	735,716	Against
PRINCIPAL GLOBAL INVESTORS	0	698,026	Against
John Hancock	60,390	591,522	Against
Direxion Shares ETF Trust	0	640,961	Against
Rafferty Asset Management, LLC	0	640,961	Against

Showing the 25 largest of 354 asset managers. See all 354 in the interactive database.

2. Election of Directors: Allen C. Puwalski

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-04.

Combines 2 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 289,297,028AGAINST: 4,101,350

FLAGSTAR FINANCIAL INC.’s own tally for this item (“Elect Director: Allen C. Puwalski”): 289,297,028 for, 4,101,350 against, per its Form 8-K filed 2025-06-06 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 820,716,107 outstanding shares: 35% for, 0.5% against (36% of the company cast a for/against vote).

The 72 asset managers below cast 99% of the shares they voted on this item FOR (70,023,503 for, 800,734 against).

FOR 99%

FOR: 70,023,503 (98.8%)AGAINST: 800,734 (1.1%)ABSTAIN: 56,140 (0.1%)

Largest asset managers voting on “Election of Directors: Allen C. Puwalski” at FLAGSTAR FINANCIAL INC., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	32,034,075	0	0	For
BlackRock	15,079,678	0	0	For
T. Rowe Price	3,870,611	419,645	0	For
Fidelity	3,699,088	0	0	For
Charles Schwab	3,695,553	0	0	For
Victory Capital	1,626,537	0	0	For
State Street	975,246	0	0	For
Federated Hermes	844,264	0	0	For
Dimensional	834,087	0	0	For
Direxion Shares ETF Trust	640,961	0	0	For
Columbia Threadneedle	433,035	0	0	For
Northwestern Mutual	419,812	0	0	For
QUANTITATIVE MASTER SERIES LLC	366,416	0	0	For
SEI	362,711	0	0	For
John Hancock	350,379	0	0	For
Lincoln Financial	344,250	0	0	For
Northern Trust	327,732	0	0	For
Equitable	124,744	183,646	0	Against
Brighthouse	249,180	0	56,138	For
Principal	292,048	0	0	For
HOTCHKIS & WILEY FUNDS /DE/	269,220	0	0	For
AIG/SunAmerica	259,948	0	0	For
TIAA	252,586	0	0	For
HENNESSY FUNDS TRUST	252,000	0	0	For
Jackson National	236,559	0	0	For

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

3. Election of Directors: Brian R. Callanan

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-04.

Combines 2 wordings of this item as funds reported it.

99.2% Majority: yes · of votes cast

FOR 99.2%

FOR: 291,077,900AGAINST: 2,330,748

FLAGSTAR FINANCIAL INC.’s own tally for this item (“Elect Director: Brian R. Callanan”): 291,077,900 for, 2,330,748 against, per its Form 8-K filed 2025-06-06 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 820,716,107 outstanding shares: 35% for, 0.3% against (36% of the company cast a for/against vote).

The 72 asset managers below cast 99.9% of the shares they voted on this item FOR (70,824,230 for, 7 against).

FOR 99.9%

FOR: 70,824,230 (99.9%)AGAINST: 7 (0.0%)ABSTAIN: 56,140 (0.1%)

Largest asset managers voting on “Election of Directors: Brian R. Callanan” at FLAGSTAR FINANCIAL INC., 2024-2025
Asset manager	For	Abstain	Vote
Vanguard	32,034,075	0	For
BlackRock	15,079,678	0	For
T. Rowe Price	4,290,256	0	For
Fidelity	3,699,088	0	For
Charles Schwab	3,695,553	0	For
Victory Capital	1,626,537	0	For
State Street	975,246	0	For
Federated Hermes	844,264	0	For
Dimensional	834,087	0	For
Direxion Shares ETF Trust	640,961	0	For
Columbia Threadneedle	433,035	0	For
Northwestern Mutual	419,812	0	For
QUANTITATIVE MASTER SERIES LLC	366,416	0	For
SEI	362,711	0	For
John Hancock	350,379	0	For
Lincoln Financial	344,250	0	For
Northern Trust	327,732	0	For
Equitable	308,390	0	For
Brighthouse	249,180	56,138	For
Principal	292,048	0	For
HOTCHKIS & WILEY FUNDS /DE/	269,220	0	For
AIG/SunAmerica	259,948	0	For
TIAA	252,586	0	For
HENNESSY FUNDS TRUST	252,000	0	For
Jackson National	236,559	0	For

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

4. Election of Directors: Marshall Lux

DIRECTOR ELECTIONSMajority of the votes cast: yes

Meeting held 2025-06-04.

Combines 2 wordings of this item as funds reported it.

91% Majority: yes · of votes cast

FOR 91%9%

FOR: 267,303,804AGAINST: 25,680,310

FLAGSTAR FINANCIAL INC.’s own tally for this item (“Elect Director: Marshall Lux”): 267,303,804 for, 25,680,310 against, per its Form 8-K filed 2025-06-06 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 820,716,107 outstanding shares: 33% for, 3% against (36% of the company cast a for/against vote).

The 72 asset managers below cast 85% of the shares they voted on this item FOR (60,366,951 for, 10,457,284 against).

FOR 85%AGAINST 15%

FOR: 60,366,951 (85.2%)AGAINST: 10,457,284 (14.8%)ABSTAIN: 56,141 (0.1%)

Largest asset managers voting on “Election of Directors: Marshall Lux” at FLAGSTAR FINANCIAL INC., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	32,031,964	2,111	0	For
BlackRock	15,079,678	0	0	For
T. Rowe Price	0	4,290,256	0	Against
Fidelity	3,699,088	0	0	For
Charles Schwab	0	3,695,553	0	Against
Victory Capital	1,626,537	0	0	For
State Street	975,189	57	0	For
Federated Hermes	844,264	0	0	For
Dimensional	834,087	0	0	For
Direxion Shares ETF Trust	640,961	0	0	For
Columbia Threadneedle	0	433,035	0	Against
Northwestern Mutual	143,767	276,045	0	Against
QUANTITATIVE MASTER SERIES LLC	366,416	0	0	For
SEI	0	362,711	0	Against
John Hancock	289,989	60,390	0	For
Lincoln Financial	344,250	0	0	For
Northern Trust	327,732	0	0	For
Equitable	124,744	183,646	0	Against
Brighthouse	249,180	0	56,138	For
Principal	292,048	0	0	For
HOTCHKIS & WILEY FUNDS /DE/	269,220	0	0	For
AIG/SunAmerica	259,948	0	0	For
TIAA	0	252,586	0	Against
HENNESSY FUNDS TRUST	252,000	0	0	For
Jackson National	47,229	189,330	0	Against

Showing the 25 largest of 72 asset managers. See all 72 in the interactive database.

5. THE RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF FLAGSTAR FINANCIAL, INC. IN THE FISCAL YEAR ENDING DECEMBER 31, 2025.

AUDIT-RELATED

Meeting held 2025-06-04.

99.9% fund support · no official result

FOR 99.9%

The 71 asset managers below cast 99.9% of the shares they voted on this item FOR (70,621,593 for, 2,175 against).

FOR: 70,621,593 (99.9%)AGAINST: 2,175 (0.0%)ABSTAIN: 56,140 (0.1%)

Largest asset managers voting on “THE RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF FLAGST” at FLAGSTAR FINANCIAL INC., 2024-2025
Asset manager	For	Against	Abstain	Vote
Vanguard	32,031,964	2,111	0	For
BlackRock	15,079,678	0	0	For
T. Rowe Price	4,290,256	0	0	For
Fidelity	3,699,088	0	0	For
Charles Schwab	3,695,553	0	0	For
Victory Capital	1,626,537	0	0	For
State Street	975,189	57	0	For
Federated Hermes	844,264	0	0	For
Dimensional	834,087	0	0	For
Direxion Shares ETF Trust	640,961	0	0	For
Columbia Threadneedle	433,035	0	0	For
Northwestern Mutual	419,812	0	0	For
QUANTITATIVE MASTER SERIES LLC	366,416	0	0	For
SEI	362,711	0	0	For
John Hancock	350,379	0	0	For
Lincoln Financial	344,250	0	0	For
Northern Trust	327,732	0	0	For
Equitable	308,390	0	0	For
Brighthouse	249,180	0	56,138	For
Principal	292,048	0	0	For
HOTCHKIS & WILEY FUNDS /DE/	269,220	0	0	For
AIG/SunAmerica	259,948	0	0	For
TIAA	252,586	0	0	For
HENNESSY FUNDS TRUST	252,000	0	0	For
Jackson National	236,559	0	0	For

Showing the 25 largest of 71 asset managers. See all 71 in the interactive database.

6. Advisory Vote to Ratify Named Executive Officers' Compensation

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2025-06-04.

Combines 2 wordings of this item as funds reported it.

3% fund support · no official result

AGAINST 97%

The 7 asset managers below cast 3% of the shares they voted on this item FOR (8,028 for, 228,015 against).

FOR: 8,028 (3.4%)AGAINST: 228,015 (96.6%)

Largest asset managers voting on “Advisory Vote to Ratify Named Executive Officers' Compensation” at FLAGSTAR FINANCIAL INC., 2024-2025
Asset manager	For	Against	Vote
Empower	0	200,470	Against
TD Waterhouse Canada Inc.	0	23,887	Against
JPMorgan	6,304	0	For
BEACON INVESTMENT ADVISORY SERVICES, INC.	0	2,492	Against
Convergence Investment Partners, LLC	1,674	0	For
TD ASSET MANAGEMENT INC	0	1,166	Against
Empirical Financial Services, LLC d.b.a. Empirical Wealth Ma	50	0	For

7. 14A Executive Compensation

SECTION 14A SAY-ON-PAY VOTES

Meeting held 2025-06-04.

99.9% fund support · no official result

FOR 99.9%

The 6 asset managers below cast 99.9% of the shares they voted on this item FOR (87,096 for, 26 against).

FOR: 87,096 (100.0%)AGAINST: 26 (0.0%)

Largest asset managers voting on “14A Executive Compensation” at FLAGSTAR FINANCIAL INC., 2024-2025
Asset manager	For	Against	Vote
Interval Partners, LP	58,304	0	For
James Alpha Funds Trust	26,460	0	For
IMA Advisory Services, Inc.	1,846	0	For
Focus Partners Wealth	333	26	For
Claret Asset Management Corp	120	0	For
Moisand Fitzgerald Tamayo, LLC	33	0	For

8. An advisory vote to approve compensation for our executive officers disclosed in the accompanying Proxy Statement

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Meeting held 2024-06-05 (outside the 2024-2025 season's 1 July to 30 June window; reported in this season's filings).

95% Majority: yes · of votes cast

FOR 95%

FOR: 456,306,750AGAINST: 25,374,678

FLAGSTAR FINANCIAL INC.’s own tally for this item (“Proposal 3: The results of the vote to approve, on a non-binding advisory basis, the compensation of the Company's named executive officers were as follows:”): 456,306,750 for, 25,374,678 against, per its Form 8-K (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Of all 820,716,107 outstanding shares: 56% for, 3% against (59% of the company cast a for/against vote).

The 2 asset managers below cast 65% of the shares they voted on this item FOR (3,586 for, 1,900 against).

FOR 65%AGAINST 35%

FOR: 3,586 (65.4%)AGAINST: 1,900 (34.6%)

Largest asset managers voting on “An advisory vote to approve compensation for our executive officers disclosed in the accompanying Proxy Statem” at FLAGSTAR FINANCIAL INC., 2024-2025
Asset manager	For	Against	Abstain	Withheld	Vote
VAUGHAN DAVID INVESTMENTS LLC/IL	3,586	0	0	0	For
COLDSTREAM CAPITAL MANAGEMENT INC	0	1,900	0	0	Against

Largest FLAGSTAR FINANCIAL INC. shareholders voting in 2024-2025

Ranked by the number of FLAGSTAR FINANCIAL INC. shares each manager voted on the most widely held ballot item of the 2024-2025 meeting, shown as a share of the 820,716,107 shares outstanding at the time of that meeting.

Top FLAGSTAR FINANCIAL INC. shareholders by shares voted, 2024-2025
#	Asset manager	% of shares outstanding
1	REVERENCE CAPITAL PARTNERS, L.P.	4.38%
2	Vanguard	4.00%
3	BlackRock	2.84%
4	T. Rowe Price	1.43%
5	Charles Schwab	0.90%
6	State Street	0.83%
7	Victory Capital	0.77%
8	Azora Capital LP	0.54%
9	GEODE CAPITAL MANAGEMENT, LLC	0.50%
10	Fidelity	0.45%

Reported FLAGSTAR FINANCIAL INC. ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

FLAGSTAR FINANCIAL INC. beneficial owners on record for the 2024-2025 proxy season
Holder	% outstanding	Disclosure
Liberty 77 Capital L.P.	13.83%	13D
RCP Eagle Holdings LP	4.38%	13G
Hudson Bay Capital Management LP	4.23%	13G
BlackRock, Inc.	4.14%	13G
STATE STREET CORPORATION	2.23%	13G
Norges Bank	0.90%	13F

Percentages above are of 820,716,107 shares outstanding, as reported by FLAGSTAR FINANCIAL INC. on its Form 10-Q dated 2024-05-06 (see the filing on EDGAR). This is the count contemporaneous with the 2024-2025 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from FLAGSTAR FINANCIAL INC.’s 10-Q dated 2024-05-06. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At FLAGSTAR FINANCIAL INC.'s shareholder meeting held 2025-06-04, in the 2024-2025 proxy season, 376 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,744 separate fund positions. Their filings are grouped here into 8 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. FLAGSTAR FINANCIAL INC.'s own Form 8-K tally for this meeting is published below, but no row in it could be matched to the most widely held item, so this page states no certified outcome for that item. On that item — An advisory vote to approve, on a non-binding basis, compensation of our named executive… — the reporting funds cast 82% of the shares they voted in favour (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). That is the aggregate of those managers' own N-PX disclosures, not the company's certified result, and the funds are a subset of all shareholders.

FLAGSTAR FINANCIAL INC. proxy season coverage: 2024-2025 (this page).