4//SEC Filing
Liberty Capital L.L.C. 4
Accession 0000950142-24-002440
CIK 0000910073other
Filed
Sep 23, 8:00 PM ET
Accepted
Sep 24, 4:26 PM ET
Size
43.6 KB
Accession
0000950142-24-002440
Insider Transaction Report
Form 4
Transactions
- Other
Common Stock
2024-09-23+38,118,329→ 75,000,094 total(indirect: See footnotes) - Conversion
Series B Preferred Stock
2024-09-23−114,355→ 0 total(indirect: See footnotes)→ Common Stock (38,118,329 underlying)
MNUCHIN STEVEN T
Director10% Owner
Transactions
- Other
Common Stock
2024-09-23+38,118,329→ 75,000,094 total(indirect: See footnotes) - Conversion
Series B Preferred Stock
2024-09-23−114,355→ 0 total(indirect: See footnotes)→ Common Stock (38,118,329 underlying)
STM Partners LLC
Director
Transactions
- Other
Common Stock
2024-09-23+38,118,329→ 75,000,094 total(indirect: See footnotes) - Conversion
Series B Preferred Stock
2024-09-23−114,355→ 0 total(indirect: See footnotes)→ Common Stock (38,118,329 underlying)
Liberty 77 Capital L.P.
Director
Transactions
- Other
Common Stock
2024-09-23+38,118,329→ 75,000,094 total(indirect: See footnotes) - Conversion
Series B Preferred Stock
2024-09-23−114,355→ 0 total(indirect: See footnotes)→ Common Stock (38,118,329 underlying)
Liberty Capital L.L.C.
Director
Transactions
- Other
Common Stock
2024-09-23+38,118,329→ 75,000,094 total(indirect: See footnotes) - Conversion
Series B Preferred Stock
2024-09-23−114,355→ 0 total(indirect: See footnotes)→ Common Stock (38,118,329 underlying)
Liberty 77 Capital Partners L.P.
Director
Transactions
- Conversion
Series B Preferred Stock
2024-09-23−114,355→ 0 total(indirect: See footnotes)→ Common Stock (38,118,329 underlying) - Other
Common Stock
2024-09-23+38,118,329→ 75,000,094 total(indirect: See footnotes)
Footnotes (5)
- [F1]On July 11, 2024, New York Community Bancorp, Inc. (the "Issuer") effected a one-for-three reverse stock split (the "Reverse Stock Split") as approved by the Issuer's shareholders at its annual meeting on June 5, 2024. As a result, every three shares of Common Stock, par value $0.01 per share (the "Common Stock"), of the Issuer issued and outstanding were automatically exchanged into one new share of Common Stock, and restricted stock units were adjusted to reflect the Reverse Stock Split. Accordingly, the stock and restricted stock unit figures disclosed herein reflect the Reverse Stock Split.
- [F2]Total includes 74,999,994 shares of Common Stock 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. (the "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.
- [F3]Total includes 100 service-based restricted stock units (after adjustment for the Reverse Stock Split) 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.
- [F4]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.
- [F5]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, 114,355 shares of Series B Noncumulative Convertible Preferred Stock, par value $0.01 per share (the "Series B Preferred Stock"), were exchanged into shares of Common Stock on a 1-for-1,000 basis, subject to certain adjustments (including adjustments relating to the Reverse Stock Split). The Series B Preferred Stock has no expiration date.
Issuer
NEW YORK COMMUNITY BANCORP, INC.
CIK 0000910073
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001905369
Filing Metadata
- Form type
- 4
- Filed
- Sep 23, 8:00 PM ET
- Accepted
- Sep 24, 4:26 PM ET
- Size
- 43.6 KB