SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
  
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
McDonald Michael

(Last) (First) (Middle)
1519 PONCE DE LEON AVE

(Street)
SAN JUAN PR 00908

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FIRST BANCORP /PR/ [ FBP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP
3. Date of Earliest Transaction (Month/Day/Year)
05/10/2017
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
First BanCorp Common Stock 05/10/2017 A 802(1) A $5.75(1) 237,605 D
First BanCorp Common Stock 05/10/2017 F 249(1) D $5.75(1) 237,356 D
First BanCorp Common Stock 05/10/2017 D 86,316(2) D $0.00 151,040 D
First BanCorp Common Stock 05/10/2017 F 2,866(3) D $5.75(3) 148,174 D
First BanCorp Common Stock 05/10/2017 F 1,613(4) D $5.75(4) 146,561 D
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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
Explanation of Responses:
1. Salary stock issued bi-weekly as a portion of the reporting person's salary compensation under the First BanCorp Omnibus Incentive Plan, as amended. Salary stock is fully vested on the date of grant. The number of shares represented by this award was determined by dividing the dollar value of the award granted to the reporting person by $5.75 (the closing price of the Issuer's common stock as quoted on the NYSE on May 10, 2017, the last trading day of the pay period). The shares reported as disposed of were withheld for taxes.
2. Reflects the forfeiture of restricted stock resulting from the sale by the United States Department of the Treasury ("U.S. Treasury") of its remaining shares of the Issuer's Common Stock at a price that, together with its proceeds from prior sales of the Issuer's Common Stock, resulted in its failure to recoup its entire original investment in the Issuer through the U.S. Treasury Troubled Asset Relief Program Capital Purchase Program ("TARP").
3. Shares withheld to cover taxes related to restricted stock that vested pursuant to the terms of the restricted stock award dated March 27, 2014 but remained subject to TARP restrictions on transfer until the U.S. Treasury confirmed on May 10, 2017 that it had agreed to sell all of its remaining 10,291,553 shares of the Issuer's common stock, which caused that the restrictions on an additional 25% of the shares awarded to be released as of such date.
4. Shares withheld to cover taxes related to restricted stock that vested pursuant to the terms of the restricted stock award dated March 20, 2015 but remained subject to TARP restrictions on transfer until the U.S. Treasury confirmed on May 10, 2017 that it had agreed to sell all of its remaining 10,291,553 shares of the Issuer's common stock, which caused the restrictions on an additional 25% of the shares awarded to be released as of such date.
Remarks:
/s/Thomas Michael McDonald 05/12/2017
** Signature of Reporting Person Date
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.