UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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CURRENT REPORT ON FORM 8-K
| Item 5.07 | Submission of Matters to a Vote of Security Holders |
| (a) | The special meeting of shareholders (the “Meeting”) of New York Community Bancorp, Inc. (the “Company”) was held on Wednesday, August 4, 2021, virtually via webcast, pursuant to notice duly given. |
| (b) | At the close of business on June 18, 2021, the record date for the determination of shareholders entitled to vote at the Meeting, there were 465,060,525 shares of the Company’s common stock, each share being entitled to vote, constituting all of the outstanding voting securities of the Company. |
| (c) | At the Meeting, the holders of 332,064,008 shares of the Company’s common stock were represented in person or by proxy constituting a quorum. |
| (d) | The matters considered and voted on by the Company’s shareholders at the Meeting, and the vote itself, were as follows: |
| 1. | A proposal to approve the issuance of New York Community Bancorp, Inc. (“NYCB”) common stock to holders of Flagstar Bancorp, Inc. (“Flagstar”) common stock pursuant to the Agreement and Plan of Merger, dated as of April 24, 2021 (as it may be amended from time to time), by and among NYCB, 615 Corp. and Flagstar: |
| Shares Voted For |
Shares Voted Against |
Abstentions | ||
| 326,306,527 | 3,944,884 | 1,812,597 |
There were zero broker non-votes on this proposal.
| 2. | A vote on proposal 2 was not taken. The proposal was withdrawn as there were sufficient votes to approve proposal 1. |
| Item 8.01 | Other Events. |
On August 4, 2021, the Company issued a press release announcing the results of its Special Meeting of Shareholders in regards to the Flagstar merger. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Attached as Exhibit 99.1 is a press release issued by the Company on August 4, 2021 announcing the results of its Special Meeting of Shareholders in regards to the Flagstar merger. |
EXHIBIT INDEX
| Exhibit Number |
Description | |
| Exhibit 99.1 | Press release issued by the Company on August 4, 2021. | |
| Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: August 5, 2021 | NEW YORK COMMUNITY BANCORP, INC. | |||||
| /s/ Salvatore J. DiMartino | ||||||
| Salvatore J. DiMartino | ||||||
| Senior Managing Director | ||||||
| Director, Investor Relations and Strategic Planning | ||||||