Sec Form 4 Filing - Mumma Steven R @ NEW YORK MORTGAGE TRUST INC - 2021-01-27

Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security.

Form 4: Statement of changes in beneficial ownership, filed before the end of the 2nd business day following the day on which a transaction resulting in a change in beneficial ownership.

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The following is an SEC EDGAR document rendered as filed.
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Mumma Steven R
2. Issuer Name and Ticker or Trading Symbol
NEW YORK MORTGAGE TRUST INC [ NYMT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO
(Last)
(First)
(Middle)
C/O NEW YORK MORTGAGE TRUST, INC., 90 PARK AVENUE
3. Date of Earliest Transaction (MM/DD/YY)
01/27/2021
(Street)
NEW YORK, NY10016
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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, par value $0.01 per share 01/27/2021 A( 1 ) 141,361 A $ 0 1,161,392 D
Common Stock, par value $0.01 per share 01/27/2021 A( 2 ) 298,218 ( 3 ) A $ 0 1,459,610 D
Common Stock, par value $0.01 per share 01/27/2021 F( 4 ) 117,927 D $ 3.82 1,341,683 D
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Restricted Stock Units ( 5 ) 01/27/2021 A 162,602 ( 5 ) ( 5 ) Common Stock, par value $0.01 per share 162,602 $ 0 226,807 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mumma Steven R
C/O NEW YORK MORTGAGE TRUST, INC.
90 PARK AVENUE
NEW YORK, NY10016
X CEO
Signatures
/s/ Steven R. Mumma 01/29/2021
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares of restricted stock issued pursuant to New York Mortgage Trust's ("NYMT") 2017 Stock Incentive Plan as payment of the restricted stock portion of compensation earned by the Reporting Person pursuant to NYMT's 2020 Annual Incentive Plan, 1/3 of which will become fully vested and non-forfeitable on each of the first, second and third anniversaries of the date of grant.
( 2 )Shares acquired pursuant to the settlement of performance-based stock units ("PSUs") granted to the Reporting Person in 2018. Per the terms of the award agreement governing the PSUs, the number of underlying shares of NYMT common stock that the recipient ultimately became entitled to receive at the time of vesting ranged from 0% to 200% of the target number of PSUs granted, subject to the achievement of a pre-established performance metric. The vesting of these PSUs was based on NYMT's total stockholder return for the three years ended December 31, 2020.
( 3 )The Compensation Committee of the Board of Directors of NYMT has confirmed and certified that the PSUs vested at a level above target.
( 4 )Surrendered to satisfy tax liability incident to the settlement of PSUs described in Note 2 above.
( 5 )Represents restricted stock units ("RSUs") issued pursuant to New York Mortgage Trust's ("NYMT") 2017 Equity Incentive Plan (as amended) under NYMT's 2021 Long-Term Equity Plan, 1/3 of which will become fully vested and non-forfeitable on each of the first, second and third anniversaries of the date of grant. Pursuant to a restricted stock unit award agreement (the "RSU Award Agreement"), the RSUs represent the right to receive shares of common stock of NYMT on a one-to-one basis upon vesting, subject to the terms and conditions of the RSU Award Agreement, and are granted in tandem with a corresponding dividend equivalent right that entitles, upon vesting, the reporting person to receive payments in cash or stock of NYMT equivalent to any dividends paid by NYMT on the shares of NYMT common stock underlying the RSUs.

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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