FLAGSTAR BANCORP, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • October 26th, 2020 • Flagstar Bancorp Inc • Savings institution, federally chartered • New York
Contract Type FiledOctober 26th, 2020 Company Industry JurisdictionFlagstar Bancorp, Inc., a Michigan corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”; in the event that there are no other Underwriters, all plural references to Underwriters shall be deemed to be singular), for whom you are acting as representatives (the “Representatives”), $150,000,000 aggregate principal amount of its 4.125% Fixed-to-Floating Rate Subordinated Notes due 2030 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of October 28, 2020 (the “Base Indenture”) between the Company and Wilmington Trust, National Association, as trustee (the “Trustee”), as amended by a Supplemental Indenture to be dated as of October 28, 2020 (the “Supplemental Indenture” and together with the Base Indenture, the “Indenture”).