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).
  
 Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Liberty 77 Capital L.P.
(Last) (First) (Middle)
2099 PENNSYLVANIA AVENUE NW
(Street)
WASHINGTON DC 20006
(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/07/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 06/07/2024 J 39,954,000 A (4) 81,645,300(1)(2)(3) I See footnotes(1)(2)(3)
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
Series C Preferred Stock (4) 06/07/2024 C 39,954 (4) (4) Common Stock 39,954,000 (4) 0 I See footnotes(1)(3)
1. Name and Address of Reporting Person*
Liberty 77 Capital L.P.
(Last) (First) (Middle)
2099 PENNSYLVANIA AVENUE NW
(Street)
WASHINGTON DC 20006
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Liberty Strategic Capital (CEN) Holdings, LLC
(Last) (First) (Middle)
C/O LIBERTY 77 CAPITAL L.P.
2099 PENNSYLVANIA AVENUE NW
(Street)
WASHINGTON DC 20006
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Liberty 77 Capital Partners L.P.
(Last) (First) (Middle)
C/O LIBERTY 77 CAPITAL L.P.
2099 PENNSYLVANIA AVENUE NW
(Street)
WASHINGTON DC 20006
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Liberty Capital L.L.C.
(Last) (First) (Middle)
C/O LIBERTY 77 CAPITAL L.P.
2099 PENNSYLVANIA AVENUE NW
(Street)
WASHINGTON DC 20006
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
STM Partners LLC
(Last) (First) (Middle)
C/O LIBERTY 77 CAPITAL L.P.
2099 PENNSYLVANIA AVENUE NW
(Street)
WASHINGTON DC 20006
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
MNUCHIN STEVEN T
(Last) (First) (Middle)
C/O LIBERTY 77 CAPITAL L.P.
2099 PENNSYLVANIA AVE NW
(Street)
WASHINGTON DC 20006
(City) (State) (Zip)
Relationship of Reporting Person(s) to Issuer
X Director 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. Total includes 81,645,000 shares of Common Stock, par value $0.01 per share (the "Common Stock"), of New York Community Bancorp, Inc. (the "Issuer") held by Liberty Strategic Capital (CEN) Holdings, LLC, a Delaware limited liability company (the "Liberty Purchaser"). Liberty 77 Capital L.P. (the "Liberty Manager"), a Delaware limited partnership, is the investment manager of the members of the Liberty Purchaser and manager of the Liberty Purchaser. Liberty 77 Capital Partners L.P. ("Liberty Manager GP"), a Delaware limited partnership, is the general partner of the Liberty Manager. Liberty Capital L.L.C., a Delaware limited liability company, is the general partner of the Liberty Manager GP. STM Partners LLC, a Delaware limited liability company, indirectly controls the Liberty Manager. Steven T. Mnuchin is the President of STM Partners LLC.
2. Total includes 300 service-based restricted stock units that were granted to Steven T. Mnuchin on March 27, 2024 in connection with his service as a director of the Issuer and which will vest over the passage of time in shares of Common Stock.
3. Each Reporting Person disclaims beneficial ownership of these securities except to the extent of its or his pecuniary interest therein, and the inclusion of these securities in this report shall not be deemed an admission of beneficial ownership of the reported securities for purposes of Section 16 or for any other purpose.
4. Under the terms of the Investment Agreement, dated March 7, 2024 and as amended on March 11, 2024, between the Issuer and the Liberty Purchaser and the related certificate of designations, 39,954 shares of Series C Noncumulative Convertible Preferred Stock, par value $0.01 per share (the "Series C Preferred Stock"), were automatically converted into shares of Common Stock on a 1-for-1,000 basis, subject to certain adjustments. The Series C Preferred Stock has no expiration date.
/s/ See Signatures Included in Exhibit 99.1 06/10/2024
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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EXHIBIT 99.1

 

This Statement on Form 4 is filed jointly by the Reporting Persons listed below. The principal business address of each of these Reporting Persons can be found on the Form 4 filed herewith.

 

Name of Designated Filer: LIBERTY 77 CAPITAL L.P.

 

Date of Event Requiring Statement: June 7, 2024

 

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

 

  LIBERTY 77 CAPITAL L.P.
       
  By:

Liberty 77 Capital Partners L.P.,

its general partner

  
       
  By:

Liberty Capital L.L.C.,

its general partner

  
       
  By: /s/ Jesse M. Burwell  
  Name: Jesse M. Burwell  
  Title:

Chief Financial Officer

  
       
 

LIBERTY STRATEGIC CAPITAL (CEN) HOLDINGS, LLC

       
  By:

Liberty 77 Capital GenPar L.P.,

its manager

  
       
  By:

Liberty 77 Capital UGP L.L.C.,

its general partner

  
       
  By: /s/ Jesse M. Burwell  
  Name: Jesse M. Burwell  
  Title: Chief Financial Officer  
       
 

LIBERTY 77 CAPITAL PARTNERS L.P.

       
  By:

Liberty Capital L.L.C.,

its general partner

  
       
  By: /s/ Jesse M. Burwell  
  Name: Jesse M. Burwell  
  Title: Chief Financial Officer  

 

 

   

 

 

 

LIBERTY CAPITAL L.L.C.

  
       
  By: /s/ Jesse M. Burwell  
  Name:

Jesse M. Burwell

  
  Title:

Chief Financial Officer

  

 

  STM PARTNERS LLC  
       
  By: /s/ Jesse M. Burwell  
  Name: Jesse M. Burwell  
  Title:

Attorney-in-Fact

  
       
  /s/ Jesse M. Burwell  
  Jesse M. Burwell as Attorney-in-Fact for Steven T. Mnuchin  

 

 

 

   

 

EXHIBIT 99.1

 

This Statement on Form 4 is filed jointly by the Reporting Persons listed below. The principal business address of each of these Reporting Persons can be found on the Form 4 filed herewith.

 

Name of Designated Filer: LIBERTY 77 CAPITAL L.P.

 

Date of Event Requiring Statement: June 7, 2024

 

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

 

  LIBERTY 77 CAPITAL L.P.
       
  By:

Liberty 77 Capital Partners L.P.,

its general partner

  
       
  By:

Liberty Capital L.L.C.,

its general partner

  
       
  By: /s/ Jesse M. Burwell  
  Name: Jesse M. Burwell  
  Title:

Chief Financial Officer

  
       
 

LIBERTY STRATEGIC CAPITAL (CEN) HOLDINGS, LLC

       
  By:

Liberty 77 Capital GenPar L.P.,

its manager

  
       
  By:

Liberty 77 Capital UGP L.L.C.,

its general partner

  
       
  By: /s/ Jesse M. Burwell  
  Name: Jesse M. Burwell  
  Title: Chief Financial Officer  
       
 

LIBERTY 77 CAPITAL PARTNERS L.P.

       
  By:

Liberty Capital L.L.C.,

its general partner

  
       
  By: /s/ Jesse M. Burwell  
  Name: Jesse M. Burwell  
  Title: Chief Financial Officer  

 

 

   

 

 

 

LIBERTY CAPITAL L.L.C.

  
       
  By: /s/ Jesse M. Burwell  
  Name:

Jesse M. Burwell

  
  Title:

Chief Financial Officer

  

 

  STM PARTNERS LLC  
       
  By: /s/ Jesse M. Burwell  
  Name: Jesse M. Burwell  
  Title:

Attorney-in-Fact

  
       
  /s/ Jesse M. Burwell  
  Jesse M. Burwell as Attorney-in-Fact for Steven T. Mnuchin  

 

 

 

   

 

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