Edgar Filing: MFA FINANCIAL, INC.

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Â Ford Elwin A

2. Date of Event Requiring Statement (Month/Day/Year)
05/25/2016

3. Issuer Name and Ticker or Trading Symbol
MFA FINANCIAL, INC. [MFA]

(Last)

(First)

(Middle)

C/O MFA FINANCIAL, INC.,Â 350 PARK AVENUE - 20TH FLOOR

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

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
SVP and Chief Tech Ofcr

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

(Street)

NEW YORK,Â NYÂ 10022

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)
Common Stock, par value $0.01 per share	15,826	D	Â

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)
Phantom Shares	Â ⁽²⁾	Â ⁽²⁾	Common Stock	10,000	$ ⁽¹⁾	D	Â
Phantom Shares	Â ⁽²⁾	Â ⁽²⁾	Common Stock	10,000	$ ⁽¹⁾	D	Â
Phantom Shares	Â ⁽²⁾	Â ⁽²⁾	Common Stock	10,000	$ ⁽¹⁾	D	Â
Phantom Shares	Â ⁽³⁾	Â ⁽³⁾	Common Stock	10,000	$ ⁽¹⁾	D	Â
Phantom Shares	Â ⁽³⁾	Â ⁽³⁾	Common Stock	10,000	$ ⁽¹⁾	D	Â
Phantom Shares	Â ⁽³⁾	Â ⁽³⁾	Common Stock	10,000	$ ⁽¹⁾	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Ford Elwin A C/O MFA FINANCIAL, INC. 350 PARK AVENUE - 20TH FLOOR NEW YORK,Â NYÂ 10022	Â	Â	Â SVP and Chief Tech Ofcr	Â

Signatures

/s/ Elwin Ford		06/06/2016
^**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)	Each phantom share represents the right to receive one share of MFA Financial, Inc. common stock.
(2)	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.
(3)	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.

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