NEW YORK COMMUNITY BANCORP INC Bifurcated Option Note Unit SecuritiES SM Fixed-to-Floating Rate Series A Noncumulative Perpetual Preferred Stock, $0.01 par value false 0000910073 0000910073 2022-02-23 2022-02-23 0000910073 us-gaap:CommonStockMember 2022-02-23 2022-02-23 0000910073 nycb:BifurcatedOptionNoteUnitSecuritiesMember 2022-02-23 2022-02-23 0000910073 nycb:FixedToFloatingRateSeriesANoncumulativePerpetualPreferredStockMember 2022-02-23 2022-02-23

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 23, 2022

 

 

NEW YORK COMMUNITY BANCORP, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-31565   06-1377322

(State or other jurisdiction of

incorporation or organization)

 

Commission

File Number

 

(I.R.S. Employer

Identification No.)

102 Duffy Avenue, Hicksville, New York 11801

(Address of principal executive offices)

(516) 683-4100

(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

Common Stock, $0.01 par value per share   NYCB   New York Stock Exchange
Bifurcated Option Note Unit SecuritiES SM   NYCB PU   New York Stock Exchange
Fixed-to-Floating Rate Series A Noncumulative Perpetual Preferred Stock, $0.01 par value   NYCB PA   New York Stock Exchange

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