UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) |
Commission File Number |
(I.R.S. Employer Identification No.) |
(Address of principal executive offices)
(Registrant’s telephone number, including area code)
Not applicable
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading symbol(s) |
Name of each exchange on which registered | ||
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (Section 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Section 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
CURRENT REPORT ON FORM 8-K
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers | |
(a) - (c) | Not applicable. | |
(d) | On February 23, 2022, the Board of Directors of New York Community Bancorp, Inc. (the “Company” or “NYCB”) appointed Marshall Lux as a director of the Company and its wholly owned subsidiary, New York Community Bank (the “Bank”). In connection with his appointment as director, Mr. Lux was also appointed to serve on the Risk Assessment Committee and the Audit Committee of the Board of Directors of the Company. Mr. Lux was not appointed as a director in connection with any arrangement or understanding with any persons.
As an independent director, Mr. Lux will receive the customary annual retainer, fees, and benefits for his service on the Company’s and the Bank’s Board of Directors and the committees thereof, and will also be eligible to participate in the Company’s stock-based incentive plans. On February 25, 2022, Mr. Lux was granted a stock award of 8,297 shares of Company common stock pursuant to the Company’s 2020 Omnibus Incentive Plan, which shares will vest on February 25, 2023. | |
(e) | Not applicable. | |
Item 8.01 | Other Events | |
On February 28, 2022, the Company issued a press release announcing the appointment of Mr. Lux as a director of the Company and the Bank. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein. | ||
Item 9.01 | Financial Statements and Exhibits | |
(a) - (c) |
Not applicable. | |
(d) | Exhibits |
Number | Description | |
99.1 | Press Release issued by the Company on February 28, 2022 | |
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: March 1, 2022 | NEW YORK COMMUNITY BANCORP, INC. | |||||
/s/ Salvatore J. DiMartino | ||||||
Salvatore J. DiMartino | ||||||
Executive Vice President | ||||||
Chief of Staff to the CEO |