0001055160-14-000010.txt : 20140124
0001055160-14-000010.hdr.sgml : 20140124
20140124184251
ACCESSION NUMBER: 0001055160-14-000010
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140124
FILED AS OF DATE: 20140124
DATE AS OF CHANGE: 20140124
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: MFA FINANCIAL, INC.
CENTRAL INDEX KEY: 0001055160
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 133974868
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 350 PARK AVENUE
STREET 2: 20TH FL
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 2122076400
MAIL ADDRESS:
STREET 1: 350 PARK AVE
STREET 2: 20TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
FORMER COMPANY:
FORMER CONFORMED NAME: MFA MORTGAGE INVESTMENTS
DATE OF NAME CHANGE: 20020809
FORMER COMPANY:
FORMER CONFORMED NAME: AMERICA FIRST MORTGAGE INVESTMENTS INC
DATE OF NAME CHANGE: 19980211
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GORIN WILLIAM S
CENTRAL INDEX KEY: 0001203597
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13991
FILM NUMBER: 14547125
MAIL ADDRESS:
STREET 1: C/O MFA MORTGAGE INVESTMENTS, INC.
STREET 2: 350 PARK AVENUE, 21ST FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2014-01-24
0001055160
MFA FINANCIAL, INC.
MFA
0001203597
GORIN WILLIAM S
C/O MFA FINANCIAL, INC.
350 PARK AVENUE, 20TH FLOOR
NEW YORK,
NY
10022
1
1
0
0
Chief Executive Officer
Common Stock, par value $0.01 per share
2014-01-24
4
M
0
3567
0
A
717620
D
Common Stock, par value $0.01 per share
2014-01-24
4
F
0
3567
7.19
D
714053
D
Phantom Shares
2014-01-24
4
A
0
82500
0
A
Common Stock
82500
246750
D
Phantom Shares
2014-01-24
4
A
0
82500
0
A
Common Stock
82500
329250
D
Phantom Shares
2014-01-24
4
A
0
70621
0
A
Common Stock
70621
399871
D
Phantom Shares
2014-01-24
4
M
0
3567
D
2014-01-24
2014-01-24
Common Stock
3567
396304
D
Shares acquired pursuant to the settlement of restricted stock units (i.e., phantom shares) granted to the reporting person on January 24, 2014.
Each phantom share is the economic equivalent of one share of MFA Financial, Inc. ("MFA") common stock. Each phantom share was settled in one share of MFA common stock.
The reported disposition represents the surrender of shares to satisfy FICA tax obligations arising from the vesting of phantom shares and federal, state and local income tax obligations arising therefrom.
Each phantom share represents the right to receive one share of MFA Financial, Inc. common stock.
These phantom shares are scheduled to vest, subject to forfeiture, on December 31, 2016, and thereafter will be settled in an equivalent number of shares of MFA common stock within 15 days following the vesting date.
These phantom shares are performance-based equity awards. The number of phantom shares reported represents the target number of phantom shares granted. The number of underlying shares of MFA common stock that the recipient becomes entitled to receive at the time of vesting will generally range from 0% to 200% of the target number of phantom shares granted, subject to the achievement of a pre-established performance metric. The vesting of these phantom shares will generally occur on December 31, 2016, based on MFA's total stockholder return for the three years then ended. The number of phantom shares to vest will be adjusted to reflect the value of any dividends paid on MFA's common stock during the vesting period in respect of the number of phantom shares that ultimately vest. The phantom shares will be settled in an equivalent number of shares of MFA common stock within 30 days following the vesting date.
These phantom shares vested on January 24, 2014 (i.e., the date of grant), and will be settled in an equivalent number of shares of MFA common stock within 30 days following the earlier of (i) January 24, 2017 and (ii) a change in control of MFA; provided, however, that a portion of such phantom shares may be settled at an earlier date for the purpose of surrendering shares to satisfy FICA and other tax obligations resulting from the vesting of such phantom shares.
Reflects partial settlement of vested phantom shares granted on January 24, 2014, for purpose of surrendering shares to satisfy FICA and other tax obligations (see note 7 above). Each phantom share is the economic equivalent of one share of MFA common stock. Each phantom share was settled in one share of MFA common stock.
/s/ William S. Gorin
2014-01-24