MFA FINANCIAL, INC. — Director's Dealing 2014

Jul 16, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MFA FINANCIAL, INC. (MFA)
CIK: 0001055160
Period of Report: 2014-07-15

Reporting Person: GORIN WILLIAM S (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-07-15	Common Stock	M	12500	—	Acquired	708154	Direct
2014-07-15	Common Stock	F	6984	$8.33	Disposed	701170	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-07-15	Phantom Shares	$	M	12500	Disposed	2014-07-15	Common Stock (12500)	Direct

Footnotes

F1: Shares acquired pursuant to the settlement of restricted stock units (i.e., phantom stock) granted to the reporting person in each of July 2011, July 2012, and July 2013.

F2: Each phantom share is the economic equivalent of one share of common stock of MFA Financial, Inc. Each vested phantom share was settled in one share of common stock of MFA Financial, inc.

F3: The reported disposition represents the surrender of shares to satisfy tax obligations arising from the settlement of phantom shares.

F4: Settlement of vested portion of time-based phantom shares granted in each of July 2011, July 2012 and July 2013. Each phantom share is the economic equivalent of one share of MFA Financial, Inc. common stock of MFA Financial, Inc. Each vested phantom share was settled in one share of common stock of MFA Financial, Inc.