James J Carpenter Form 5 NEW YORK COMMUNITY BANCORP / JAMES J CARPENTER ownership change

SEC Form 5

FORM 5

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL 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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Form 3 Holdings Reported.

Form 4 Transactions Reported.

1. Name and Address of Reporting Person^*

CARPENTER JAMES J

(Last) (First) (Middle)

615 MERRICK AVENUE

(Street)

WESTBURY NY 11590

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
NEW YORK COMMUNITY BANCORP INC [ NYCB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Sr.EVP & Chief Lending Officer

3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2019

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
Common Stock	12/31/2019		J(1)	593	A	$11.685	43,675	I	By ESOP(2)
Common Stock							465,755	D
Common Stock							16,168(3)	I	By 401(k)
Common Stock							16,166	I	By IRA
Common Stock							11,926	I	By Stock Award IX(4)
Common Stock							27,724	I	By Stock Award X(5)
Common Stock							41,840	I	By Stock Award XI(6)
Common Stock							29,195	I	By Stock Award XII(7)
Common Stock							16,965	I	By Stock Award XIII(8)

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)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. This form reflects an increase in beneficial ownership resulting from an exempt acquisition pursuant to Rule 16b-3(c).

2. This form accounts for an increase of 1 share from the prior report due to the rounding of fractional shares.

3. This form reflects an increase in beneficial ownership resulting from dividend reinvestment pursuant to Rule 16a-11.

4. The remaining 11,926 shares, granted under Stock Award IX on March 19, 2015 pursuant to the New York Community Bancorp, Inc. 2012 Stock Incentive Plan, will vest on March 19, 2020.

5. The remaining 27,724 shares, granted under Stock Award X on March 16, 2016 pursuant to the New York Community Bancorp, Inc. 2012 Stock Incentive Plan, will vest in two equal annual installments commencing on March 16, 2020.

6. The remaining 41,840 shares, granted under Stock Award XI on March 29, 2017 pursuant to the New York Community Bancorp, Inc. 2012 Stock Incentive Plan, will vest in three approximately equal annual installments commencing on March 29, 2020.

7. The remaining 29,195 shares, granted under Stock Award XII on March 26, 2018 pursuant to the New York Community Bancorp, Inc. 2012 Stock Incentive Plan, will vest in four approximately equal annual installments commencing on March 26, 2020.

8. As authorized under a plan approved by the Compensation Committee of the Board of Directors in April 2019, 16,965 shares granted under Stock Award XIII on April 29, 2019 pursuant to the New York Community Bancorp, Inc. 2012 Stock Incentive Plan will vest in three equal annual installments commencing on April 29, 2020.

	/s/ Salvatore J. DiMartino, Power of Attorney	02/14/2020
	** 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).
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