First Foundation Files Definitive Proxy Statement and Issues Letter to Stockholders - Seite 2

We appreciate engaging with our stockholders, and we attempted to treat Mr. Cooper as we would any other stockholder despite Mr. Cooper’s history. First Foundation has made significant efforts to engage directly with Mr. Cooper to understand his ideas to enhance long-term value for all stockholders. We were disappointed in our one and only meeting because we did not meet someone willing to engage with constructive feedback or ideas. Instead, we met a showman demanding a settlement.

We write to you today to ask for your support to protect First Foundation by voting “FOR” Ulrich E. Keller, Jr., Scott F. Kavanaugh, Max A. Briggs, John A. Hakopian, David G. Lake, Elizabeth A. Pagliarini, Mitchell M. Rosenberg, Ph.D, Diane M. Rubin, Jacob P. Sonenshine, and Gabriel V. Vazquez and selecting “WITHHOLD” for the Driver Nominee on your BLUE Proxy Card. We need to unite against the disruptive and unqualified nominee Mr. Cooper has selected.

We want to emphasize the resiliency of First Foundation in the face of the current economic headwinds. As a carefully diversified regional bank with scale and a proven business model, our core strategy and the fundamentals of our business remain strong.

________________________
¹ This number was calculated by dividing Driver’s reported holdings of 354,000 shares (as of filing dated May 12, 2023) by First Foundation’s outstanding shares of 56,424,276 (as of May 1, 2023).

Decisive Actions Taken by First Foundation

The impact of the interest rate increases made by the Federal Reserve (the “Fed”) came to a dramatic head during the first quarter. We witnessed a crisis that led to the second largest failure of a financial institution in U.S. history. Regional banks, in particular, have had to re-evaluate every aspect of their business while also attempting to maintain client confidence in deposits, liquidity, security portfolios, and risk management.

Looking back on the fourth quarter of 2022, when continued signs of the Fed’s interest rate increases were apparent, we took proactive steps to mitigate the effects on our business model. Beginning in October of 2022, we implemented a liquidity funding strategy where members of management met regularly to discuss ways the organization could increase deposits, reduce our loan-to-deposit ratio, and suspend almost all lending activities. We are grateful that these strategic moves allowed us to be a step ahead in actively positioning our bank for long-term stability and success.