Edmond Safra Form 4 Finance of America Companies / EDMOND SAFRA ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

SAFRA EDMOND

(Last) (First) (Middle)

767 FIFTH AVENUE, 46TH FLOOR

(Street)

NEW YORK NY 10153

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Finance of America Companies Inc. [ FOA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/06/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/06/2022		P		59,690	A	$2.04	3,657,505	I	See footnote(1)
Class A Common Stock	06/07/2022		P		102,563	A	$2.17	3,760,068	I	See footnote(1)
Class A Common Stock	06/08/2022		P		49,965	A	$2.15	3,810,033	I	See footnote(1)
Class A Common Stock	06/09/2022		P		103,074	A	$2.12	3,913,107	I	See footnote(1)
Class A Common Stock	06/10/2022		P		71,924	A	$2.02	3,985,031	I	See footnote(1)
Class A Common Stock	06/13/2022		P		87,294	A	$1.95	4,072,325	I	See footnote(1)
Class A Common Stock	06/14/2022		P		25,490	A	$1.91	4,097,815	I	See footnote(1)
Class A Common Stock	06/16/2022		P		70,373	A	$1.81	4,168,188	I	See footnote(1)
Class A Common Stock	06/17/2022		P		94,689	A	$1.8	4,262,877	I	See footnote(1)
Class A Common Stock	06/21/2022		P		57,757	A	$1.86	4,320,634	I	See footnote(1)
Class A Common Stock	06/22/2022		P		47,554	A	$1.81	4,368,188	I	See footnote(1)
Class A Common Stock	07/01/2022		P		133,700	A	$1.67	4,501,888	I	See footnote(1)
Class A Common Stock	07/06/2022		P		100,000	A	$1.7	4,601,888	I	See footnote(1)
Class A Common Stock	07/11/2022		P		73,162	A	$1.73	4,675,050	I	See footnote(1)
Class A Common Stock	07/12/2022		P		23,046	A	$1.74	4,698,096	I	See footnote(1)
Class A Common Stock	07/13/2022		P		3,792	A	$1.74	4,701,888	I	See footnote(1)
Class A Common Stock	09/27/2022		J(2)		750,000	D	$0	3,951,888	I	See footnote(1)
Class A Common Stock								3,614,000	I	See footnote(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The securities are held directly by EMS Opportunity Ltd. and indirectly by Mr. Safra as the sole shareholder of EMS Capital Holding Inc., which is the general partner of EMS Capital LP, the investment manager of EMS Opportunity Ltd. Mr. Safra disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

2. Distribution in kind of shares of Class A Common Stock. The closing market price of the Class A Common Stock on the date of the distribution was $1.42.

3. Excludes 4,258,500 unvested shares issued in the name of the Replay Sponsor, LLC ("Sponsor") that are subject to vesting and forfeiture. The 4,258,500 unvested shares are not entitled to receive any dividends or other distributions, do not have any other economic rights until such shares are vested, and will not be entitled to receive back dividends or other distributions or any other form of economic "catch-up" once they become vested. Additionally, for so long as they remain unvested, such shares are subject to restrictions on transfer and holders of unvested shares have no discretion in how such shares are voted. The securities are held directly by the Sponsor and indirectly by Edmond Safra and Gregorio Werthein as managers of the Sponsor. Each of Messrs. Safra and Werthein disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

	/s/ Grace Lee, as Attorney-in-Fact	09/30/2022
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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