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Annual Report 2012 | 1 Over the Past Two Years, Lee Has Been an Outside Adviser to the Flagstar Management Team and the Compliance Committee of the Board of Directors

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Annual Report 2012 | 1 Over the Past Two Years, Lee Has Been an Outside Adviser to the Flagstar Management Team and the Compliance Committee of the Board of Directors Two Thousand Twelve To Our Shareholders: Flagstar closed 2012 as a company focused on its Michigan market, focused on its national mortgage business, and focused on strengthening and de-risking its balance sheet. During 2012, we made significant investments in compliance, risk management, and governance; and significant improvements in credit costs and asset quality. We have emerged from the economic turmoil of the past few years a stronger company better positioned to leverage our core strengths as a leading Michigan community bank and national mortgage originator. We have a new management team committed to executing our business Alessandro (Sandro) DiNello plan and a clear vision for the future. We demonstrated our progress by President and Chief Executive Officer returning to profitability, earning $62.7 million in 2012. These results would not have been possible without the enthusiastic support, collective ingenuity, and personal sacrifice of our employees across all our business lines. We thank them for their countless contributions to Flagstar’s success. $ Our goal is to generate sustainable profitability and deliver shareholder value. 63M Our management team is singularly Flagstar reached a significant milestone in 2012, returning committed to achieving that objective. to profitability in the second quarter and earning almost Organizational Changes $63 million for the year. I’m pleased and honored to have been named president and CEO of the company and the bank, and a director of both entities in May 2013. I’ve been with Flagstar for almost 34 years, so I know the company and many of its team members very well. I started my career as a bank examiner and my goal has always been to do the right thing, the right way, the first time. Regulatory matters, compliance, and quality control have been—and continue to be—top priorities for me. We were pleased to welcome John Lewis, a veteran Michigan banker, to Flagstar as non-executive chairman and director of the boards of the company and the bank. We are committed to strong, independent leadership on the board and believe a non-executive chairman is consistent with best practices in corporate governance. John is a hands-on chairman and is providing outstanding leadership and vision to our board and management team. Lee Smith, formerly a partner with MP (Thrift) Global Advisers III, the investment adviser to Flagstar’s largest shareholder, MP Thrift Investments L.P., joined Flagstar as chief operating officer in May 2013.* *Pending receipt of regulatory non-objection. Flagstar Bancorp Annual Report 2012 | 1 Over the past two years, Lee has been an outside adviser to the Flagstar management team and the compliance committee of the board of directors. # We expect his skills will add to our management strength and help us achieve operational efficiencies. 1 In view of the strategic importance of mortgages, we named Matthew Kerin president of Mortgage Banking. Matthew joined Flagstar in 2009 as head of Flagstar is the largest bank Mortgage & Consumer Banking, and he is now responsible for all mortgage headquartered in Michigan and activities with the exception of risk and quality control, which report to the largest publicly held savings the chief risk officer. bank headquartered in the Midwest. Hugh Boyle, a seasoned executive in risk management, joined Flagstar as our chief risk officer. We look to Hugh to help foster a structured approach to risk management. Net Income We also recruited Michael Flynn, our new chief legal officer and general (in millions) counsel, who brings a strong background in mortgage originations and servicing, major litigation, regulatory matters, and federal refinance programs. $62.7 In addition to organizational changes, recent corporate events are worthy -$393.6 -$198.9 of note: First, the Flagstar preferred stock and warrants purchased in 2009 2012 by the U.S. Treasury Department through the Troubled Asset Relief Program’s (TARP) Capital Purchase Program were sold to private investors and are no longer held by the federal government. 2011 Second, Flagstar entered into agreements during the first half of 2013 to settle separate lawsuits filed by MBIA Insurance Corporation and Assured Guaranty Municipal Corp. The lawsuits related to the securitizations of second mortgages and home equity lines of credit insured by the two companies, and these settlements represent a favorable resolution to 2010 legacy litigation matters. Putting these matters behind us was an important accomplishment for the bank. 2012 Financial Highlights We earned $62.7 million in net income for 2012, as compared to a net loss of $198.9 million for 2011. We saw a dramatic improvement in the reserves we set aside to repurchase # loans as our representation and warranty expense declined from $124.5 million in the third quarter 2012 to $25.2 million in the fourth quarter. This helped drive down overall credit-related costs from $213.6 million in the first 10 quarter 2012 to $97.6 million in the fourth quarter 2012. Flagstar ranks among the We closed 2012 in a solid capital position, boosting our Tier 1 capital ratio top 10 largest savings banks to 9.26 percent versus 8.95 percent at the previous year-end. Our total risk- in the country. based capital rose to 17.18 percent at year-end 2012 from 16.64 percent at the end of 2011. We believe our ample liquidity and strengthened balance sheet position us well to execute our strategic plans in 2013 and beyond. flagstar.com Mortgage Banking and Community Banking Our mortgage business thrived throughout the year with total originations reaching $53.6 billion. Gain on loan sale income amounted to $990.8 million, # significantly exceeding our credit costs. We remain committed to being a top-tier national mortgage lender as we continue our focus on risk management, quality assurance, and process integrity. 8 Flagstar ranked 8th nationally in During 2012, we more closely aligned Customer Service with Personal total mortgage volume in 2012, Financial Services in order to better understand, analyze, and act on what our originating and purchasing loans customers are saying. Customer service—both internal and external—will in all 50 states through a network continue to be an area of great focus at Flagstar. It is what sets us apart from of brokers and correspondents, our competitors and wins us market share and customers. as well as retail home loan centers in 17 states. Also in Personal Financial Services, we made good progress in building retail deposits, with core deposits rising from $2.9 billion in the first quarter 2012 to $3.2 billion in the fourth quarter 2012. The percentage of retail core deposits Tier 1 Capital to overall retail deposits also increased, climbing from 47.9 percent in the first (in millions) quarter 2012 to 50.1 percent at year-end 2012. $1,318.8 $1,295.8 We continued to sharpen our focus on our Michigan market by divesting substantially all of our Northeast-based commercial loans via sales held in December 2012 and February 2013. This represented our last remaining outstate non-mortgage portfolio. The divestiture was capital accretive— thus strengthening our balance sheet while also lowering our risk profile. Going forward, we will focus our commercial banking initiatives primarily on Michigan-based small- and middle-market companies, leveraging our $1,215.2 position as the largest bank headquartered in the state. We appreciate the advice and counsel of Mark Patterson, who resigned from the board during 2012. At the same time, we welcomed Peter Schoels, managing partner, MP Global Advisers, LLC, as a member of our board. The majority of our board members are now independent, further evidence of 2011 2012 1Q 2013 our efforts to ensure enhanced oversight and accountability. We thank our board of directors for their commitment to executing our business plan as we focus on strong governance, appropriate risk management, and operational excellence. We also thank you, our shareholders, for your continued support as we implement our long-term strategic plan to achieve sustainable profitability and drive enhanced shareholder value. Alessandro P. DiNello President and Chief Executive Officer Flagstar Bancorp Annual Report 2012 | 3 By The Numbers ME WA MT ND VT NH MN OR NY MA ID WI SD RI MI CT WY PA NJ IA MD NE OH DE NV IL IN WV UT VA CO CA KY KS MO NC TN OK SC AZ AR NM GA AL MS LA TX FL Branch offices: 111 branches in Michigan Home lending offices: 40 home loan centers in17 states Wholesale offices: 8 wholesale offices in 7 states 111 6th 3,800+ 40 111 branches in 6th in deposit market 3,800+ employees. 40 home loan Michigan. share in Michigan. centers in 17 states. 5th 50 870 5th in FHA lending. Originates and purchases Network of 870 ATMs loans in all 50 states. in Michigan. flagstar.com Flagstar Bancorp Directors John D. Lewis James A. Ovenden Chairman of the Board, Chief Financial Officer, Managing Director, Donnelly Penman & Partners Advance America Cash Advance Centers, Inc. r Chair: Compliance Committee r Member: Audit Committee r Member: Compensation, Nominating, and Risk Committees Peter Schoels Managing Partner, Alessandro P. DiNello MP Global Advisers, LLC President and Chief Executive Officer r Vice Chair: Compliance Committee r Member: Compensation, Nominating, Walter N. Carter and Risk Committees Managing Principal, Gateway Asset Management, LLC Michael J. Shonka r Member: Risk Committee Chief Financial Officer, West Star Aviation, Inc. Jay J. Hansen r Member: Audit Committee President and Co-Founder, r Member: Compensation Committee O2 Investment Partners, LLC r Chair: Audit Committee David L. Treadwell r Member: Compliance Committee Corporate Governance Consultant r Chair: Risk Committee David J. Matlin Chief Executive Officer, MP Thrift Investments, L.P.
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