Sec Form 3 Filing - Roper Michael Charles @ MFA FINANCIAL, INC. - 2021-12-31

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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1. Name and Address of Reporting Person Roper Michael Charles 2. Issuer Name and Ticker or Trading Symbol MFA FINANCIAL, INC. [ MFA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP & Chief Accounting Ofcr (Last) (First) (Middle) C/O MFA FINANCIAL, INC., ONE VANDERBILT AVENUE - 48TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 12/31/2021 (Street) NEW YORK, NY10017 4. If Amendment, Date Original Filed (MM/DD/YY) 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 Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock, par value $0.01 per share 49,173.877 D 7.5% Series B Cumulative Redeemable Preferred Stock 764 D 6.5% Series C Fixed- to-Float Rate Cum Redeem Pfd Stk* 0 D Common Stock, par value $0.01 per share 0 I N/A 7.5% Series B Cumulative Redeemable Preferred Stock 0 I N/A 6.5% Series C Fixed- to-Float Rate Cum Redeem Pfd Stk* 0 I N/A

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Secu rities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Phantom Shares ( 2 ) ( 1 ) ( 1 ) Common Stock 39,277( 1 ) D Phantom Shares ( 2 ) ( 3 )( 4 ) ( 3 )( 4 ) Common Stock 12,000( 3 )( 4 ) D Phantom Shares ( 2 ) ( 4 )( 5 ) ( 4 )( 5 ) Common Stock 15,000( 4 )( 5 ) D Phantom Shares ( 2 ) ( 4 )( 6 ) ( 4 )( 6 ) Common Stock 41,127( 4 )( 6 ) D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Roper Michael Charles C/O MFA FINANCIAL, INC. ONE VANDERBILT AVENUE - 48TH FLOOR NEW YORK, NY10017 SVP & Chief Accounting Ofcr Signatures /s/ Michael C. Roper 01/07/2022 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Of the amount reported, 8,000 phantom shares vested on December 31, 2021; 10,000 phantom shares are scheduled to vest, subject to forfeiture, on December 31, 2022; and 21,277 phantom shares are scheduled to vest, subject to forfeiture, on December 31, 2023. Phantom shares will be settled in an equivalent number of shares of MFA common stock within 30 days following the vesting date. ( 2 )Each phantom share represents the right to receive one share of MFA Financial, Inc. common stock. ( 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. These phantom shares were granted on February 1, 2019, and their vesting is based on MFA's absolute total stockholder return (TSR) and MFA's TSR as compared to the TSR of a designated peer group of companies, in each case for the three years ended December 31, 2021. The number of phantom shares to vest will be determined in January 2022. ( 4 )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 the vesting date. ( 5 )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. These phantom shares were granted on February 10, 2020, and their vesting will generally occur on December 31, 2022, based on MFA's absolute total stockholder return (TSR) and MFA's TSR as compared to the TSR of a designated peer group of companies, in each case for the three years then ended. ( 6 )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. These phantom shares were granted on January 4, 2021, and their vesting will generally occur on December 31, 2023, based on MFA's absolute total stockholder return (TSR) and MFA's TSR as compared to the TSR of a designated peer group of companies, in each case for the three years then ended.

Remarks: *6.5% Series C Fixed- to-Floating Rate Cumulative Redeemable Preferred Stock

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(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).

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