Sec Form 4 Filing - Pinto John J @ NEW YORK COMMUNITY BANCORP INC - 2020-03-16

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Pinto John J 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) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP & Chief Accounting Officer (Last) (First) (Middle) 615 MERRICK AVENUE 3. Date of Earliest Transaction (MM/DD/YY) 03/16/2020 (Street) WESTBURY, NY11590 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 03/16/2020 F 5,005 D $ 10.03 365,194 ( 1 ) D Common Stock 02/24/2020 J( 2 ) V 455 A $ 11.5049 31,307 ( 3 ) I By 401(k) Common Stock 02/25/2020 J( 2 ) V 633 A $ 11.3513 42,939 ( 3 ) I By ESOP Common Stock 03/17/2020 A 12,974 A $ 0 12,974 I By Stock Award XIV ( 4 ) Common Stock 8,944 I By Stock Award IX ( 5 ) Common Stock 10,315 I By Stock Award X ( 6 ) Common Stock 31,056 I By Stock Award XI ( 7 ) Common Stock 21,670 I By Stock Award XII ( 8 ) Common Stock 12,588 I By Stock Award XIII ( 9 )

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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Pinto John J 615 MERRICK AVENUE WESTBURY, NY11590 EVP & Chief Accounting Officer Signatures /s/ Salvatore J. DiMartino, Power of Attorney 03/18/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The number of shares held directly includes certain shares that were previously held by Stock Awards and that have subsequently vested. ( 2 )This form reflects increases in beneficial ownership resulting from dividend reinvestment pursuant to Rule 16a-11. ( 3 )This form accounts for an increase of 1 share from the prior report due to the rounding of fractional shares. ( 4 )12,974 shares granted under Stock Award XIV on March 17, 2020 pursuant to the New York Community Bancorp, Inc. 2012 Stock Incentive Plan. The shares will vest in three approximately equal annual installments commencing on March 17, 2021. ( 5 )The remaining 8,944 shares, granted under Stock Award IX on March 19, 2015 pursuant to the New York Community Bancorp, Inc. 2012 Stock Incentive Plan, will vest on March 19, 2020. ( 6 )The remaining 10,315 shares, granted under Stock Award X on March 16, 2016 pursuant to the New York Community Bancorp, Inc. 2012 Stock Incentive Plan, will vest on March 16, 2021. ( 7 )The remaining 31,056 shares, granted under Stock Award XI on March 29, 2017 pursuant to the New York Community Bancorp, Inc. 2012 Stock Incentive Plan, will vest in three equal annual installments commencing on March 29, 2020. ( 8 )The remaining 21,670 shares, granted under Stock Award XII on March 26, 2018 pursuant to the New York Community Bancorp, Inc. 2012 Stock Incentive Plan, will vest in four approximately equal annual installments commencing on March 26, 2020. ( 9 )As authorized under a plan approved by the Compensation Committee of the Board of Directors in April 2019, 12,588 shares granted under Stock Award XIII on April 29, 2019 pursuant to the New York Community Bancorp, Inc. 2012 Stock Incentive Plan will vest in three equal annual installments commencing on April 29, 2020.

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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.