Ownership Submission

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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3235-0104

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Richmond Lauren

2. Date of Event Requiring Statement (Month/Day/Year)
09/02/2022

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

(Last)

(First)

(Middle)

C/O FINANCE OF AMERICA COMPANIES INC., 5830 GRANITE PARKWAY, SUITE 400

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

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chief Legal Officer

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

(Street)

PLANO, TX 75024

6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	78,068	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Restricted Stock Units	⁽¹⁾⁽²⁾	⁽¹⁾⁽²⁾	Class A Common Stock	103,201	$ ⁽²⁾	D
Earnout Rights	⁽³⁾⁽⁴⁾	04/01/2027	Class A Common Stock	21,600	$ ⁽³⁾ ⁽⁴⁾	D
Restricted Stock Units	⁽⁵⁾	⁽⁵⁾	Class A Common Stock	9,772	$ ⁽⁵⁾	D

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Richmond Lauren C/O FINANCE OF AMERICA COMPANIES INC. 5830 GRANITE PARKWAY, SUITE 400 PLANO, TX 75024			Chief Legal Officer

Signatures

/s/ Tracy Lowe, as Attorney-in-Fact		09/02/2022
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	Pursuant to the terms of the Transaction Agreement, dated October 12, 2020 (the "Transaction Agreement") governing the business combination (the "Business Combination") of Replay Acquisition Corp. and Finance of America Equity Capital LLC and the Amended and Restated UFG Holdings LLC Management Long-Term Incentive Plan (the "LTIP"), the Reporting Person received replacement restricted stock units (the "Replacement RSUs") and related earnout rights (the "Earnout Rights"). The Business Combination closed on April 1, 2021.
(2)	Pursuant to the terms of the LTIP, the Replacement RSUs will vest in equal installments on each of the third and fourth anniversaries of the closing of the Business Combination, subject to the Reporting Person's continued employment. Each Replacement RSU represents a contingent right to receive one share of the Issuer's Class A common stock, par value $0.0001 per share (the "Class A Common Stock"). The Replacement RSUs will be settled in either the Class A Common Stock or cash (or a combination thereof) at the discretion of the Issuer's compensation committee.
(3)	Reflects the Reporting Person's direct interest in the Earnout Rights (described below).
(4)	Pursuant to earnout provisions in the Transaction Agreement and the LTIP and subject to the Reporting Person's continued employment on each of the third and fourth anniversaries of the Business Combination, the holder of such Earnout Rights is entitled to receive shares of the Class A Common Stock if, from the closing of the Business Combination until the sixth anniversary thereof, the volume-weighted average price of the Class A Common Stock exceeds the thresholds described herein. Of the Earnout Rights, one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $12.50 for any 20 trading days within any 30 trading day period, and one-half will be issued if the volume-weighted average price of the Class A Common Stock exceeds $15.00 for any 20 trading days within any 30 trading day period.
(5)	Represents additional restricted stock units ("RSUs") granted to the Reporting Person on April 1, 2022. Each RSU represents a contingent right to receive one share of the Class A Common Stock. The RSUs will be settled in either the Class A Common Stock or cash (or a combination thereof) at the discretion of the Issuer's compensation committee. The RSUs shall vest in one-third increments upon the first, second and third anniversaries of the grant date, subject to the Reporting Person's continued employment.

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