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MFA FINANCIAL, INC. Director's Dealing 2016

Jun 6, 2016

32245_dirs_2016-06-06_abdaf1dc-2edb-40c5-a616-78927ea081d4.zip

Director's Dealing

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SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: MFA FINANCIAL, INC. (MFA)
CIK: 0001055160
Period of Report: 2016-05-25

Reporting Person: Ford Elwin A (SVP and Chief Tech Ofcr)

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock, par value $0.01 per share 15826 Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Phantom Shares $ Common Stock (10000) Direct
Phantom Shares $ Common Stock (10000) Direct
Phantom Shares $ Common Stock (10000) Direct
Phantom Shares $ Common Stock (10000) Direct
Phantom Shares $ Common Stock (10000) Direct
Phantom Shares $ Common Stock (10000) Direct

Footnotes

F1: Each phantom share represents the right to receive one share of MFA Financial, Inc. common stock.

F2: These phantom shares are scheduled to vest, subject to forfeiture, on December 31, 2016, 2017 and 2018 (as applicable), and thereafter will be settled in an equivalent number of shares of MFA common stock within 15 days following each applicable vesting date.

F3: 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, 2017 and 2018 (as applicable), 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 each applicable vesting date.