Flagstar Financial (FLG) Form 4 NEW YORK COMMUNITY BANCORP / THOMAS R CANGEMI ownership change

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

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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).

1. Name and Address of Reporting Person^*

CANGEMI THOMAS R

(Last) (First) (Middle)

102 DUFFY AVENUE

(Street)

HICKSVILLE NY 11801

(City) (State) (Zip)

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

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2023

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
Common Stock	03/17/2023		A		61,654(1)	A	$0	1,143,235(2)	D
Common Stock	03/17/2023		F		31,475(3)	D	$0	1,111,760	D
Common Stock	03/17/2023		F		3,264(4)	D	$0	1,108,496	D
Common Stock								133,143	I	By 401(k)
Common Stock								58,394	I	By IRA
Common Stock								1,941	I	By Spouse
Common Stock								8,006	I	By Stock Award XII(5)
Common Stock								174,588	I	By Stock Award XV(6)
Common Stock								12,558	I	By Stock Award XVI(7)
Common Stock								74,238	I	By Stock Award XVII(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reporting person acquired these shares upon the settlement of certain Performance Based Share Units (PBSUs) of the issuer, after performance goals had been deemed satisfied by the Compensation Committee of the Issuer's Board of Directors. The PBSUs were originally granted on June 3, 2020.

2. The number of shares held directly includes certain shares there were previously held by Stock Awards and that have subsequently vested.

3. These shares were surrendered to satisfy tax withholding obligations resulting from the settlement of certain Performance Share Units of issuer.

4. These shares were surrendered to the issuer to cover the tax obligations on shares for which restrictions have lapsed.

5. The remaining 8,006 shares, granted under Stock Award XII on March 26, 2018 pursuant to the New York Community Bancorp, Inc. 2012 Stock Incentive Plan, will vest on March 26, 2023.

6. The remaining 174,588 shares granted under Stock Award XV on January 12, 2021 pursuant to the New York Community Bancorp, Inc. 2020 Omnibus Incentive Plan, will vest in three equal annual installments commencing on January 12, 2024.

7. The remaining 12,558 shares, granted under Stock Award XVI on February 26, 2021 pursuant to the New York Community Bancorp, Inc. 2020 Omnibus Incentive Plan, will vest on February 26, 2024.

8. 74,238 shares granted under Stock Award XVII on April 13, 2022 pursuant to the New York Community Bancorp, Inc. 2020 Omnibus Incentive Plan. The shares will vest in three equal annual installments commencing on April 13, 2023.

Remarks:

	/s/ Jan M. Klym, Power of Attorney	03/20/2023
	** 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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