UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): December 27, 2006
NEW YORK COMMUNITY BANCORP, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-31565 06-1377322
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(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) Identification No.)
615 Merrick Avenue, Westbury, New York 11590
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(Address of principal executive offices)
(516) 683-4100
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(Registrant's telephone number, including area code)
Not Applicable
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(Former name or former address, if changed since last report)
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))
CURRENT REPORT ON FORM 8-K
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers
(b) On December 27, 2006, Michael F. Manzulli, Chairman of the Board of New
York Community Bancorp, Inc. (the "Company"), notified the Board of Directors
that, effective December 31, 2006, he would be retiring as Chairman, and as a
member, of the Boards of Directors of the Company and its two principal
subsidiaries, New York Community Bank and New York Commercial Bank (the
"Banks"). Mr. Manzulli's retirement is not due to any disagreement with the
Company or the Banks or concerns relating to the operations, policies, or
practices of either of the Company or the Banks. The Boards of Directors of the
Company and the Banks elected Joseph R. Ficalora (who currently serves as
President and Chief Executive Officer of the Company and the Banks) Chairman of
the Board of the Company and the Banks, effective January 1, 2007. In addition,
James J. O'Donovan, a senior lending consultant to the Company, entered into a
retirement agreement with the Company, effective January 1, 2007, to reflect his
post-employment responsibilities after December 31, 2006. Mr. O'Donovan, who
served as a senior executive officer of the Company before assuming his most
recent position in 2005, indicated his intention to continue as a member of the
Company's and the Banks' Boards of Directors, with ongoing involvement in
lending activities. The press release relating to the events described above is
furnished as Exhibit 99.1 hereto.
(e) In connection with the items noted above, the Company entered into
agreements with each individual providing for a three-year salary continuation
benefit at their pre-retirement base salary levels ($750,000 and $475,000,
respectively) and continuation of health insurance benefits for the same period.
Under his agreement, Mr. Manzulli agreed to continue as chairman of the board of
directors of the Richmond County Savings Bank Division of New York Community
Bank. Mr. O'Donovan will continue as a director of the Company and the Banks
subject to customary nomination and election processes. In addition, each
individual agreed to three-year non-competition and non-solicitation
restrictions on their business activities. The agreements also provide that, in
the event of a change in control (as defined in the agreements) of the Company
during the three-year period following retirement, the remaining salary
continuation benefit as of the change in control effective date would be
canceled, and each individual would receive a lump sum payment equivalent to a
three-year payment of the salary continuation benefit from such date. In
addition, the term of the restrictive covenants would be fixed at the third
anniversary of the effective date of the change in control.
Item 9.01 Financial Statements and Exhibits
(a) Financial Statements of Businesses Acquired: Not applicable
(b) Pro Forma Financial Information: Not applicable
(c) Shell Company Transactions: Not applicable
(d) Exhibits
Number Description
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99.1 Press release dated January 3, 2007.
SIGNATURE
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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 thereunto duly authorized.
NEW YORK COMMUNITY BANCORP, INC.
Date: January 3, 2007 By: /s/ Joseph R. Ficalora
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Joseph R. Ficalora
Chairman, President, and
Chief Executive Officer
EXHIBIT INDEX
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Exhibit No. Description
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99.1 Press release dated January 3, 2007.