Filed Pursuant to Rule 424(b)(3)

Registration No. 333-257045

PROSPECTUS SUPPLEMENT, NO. 1, DATED JULY 29, 2021

(to Joint Proxy Statement/Prospectus, Dated June 25, 2021)

 

 

 

This Prospectus Supplement No. 1, dated July 29, 2021 (this “Supplement”), updates and supplements the joint proxy statement/prospectus dated June 25, 2021 (the “Joint Proxy Statement/Prospectus”). New York Community Bancorp., Inc. (“NYCB”) filed the Joint Proxy Statement/Prospectus with the Securities and Exchange Commission as part of a registration statement on Form S-4 (Registration No. 333-257045).

The purpose of this Supplement is to update and supplement the information in the Joint Proxy Statement/Prospectus (i) with the information on the following page contained in the Current Report on Form 8-K filed by NYCB with the Securities and Exchange Commission on July 23, 2021 and (ii) to reflect that, on July 28, 2021, NYCB announced that its Board of Directors declared a $0.17 per diluted common share dividend, payable on August 17, 2021 to shareholders of record as of August 7, 2021.

This Supplement should be read in conjunction with the Joint Proxy Statement/Prospectus.

This Supplement is not complete without, and may not be delivered or utilized except in connection with, the Joint Proxy Statement/Prospectus, including any supplements and amendments thereto.

 

 

You should read carefully and in their entirety this Supplement and the Joint Proxy Statement/Prospectus and all accompanying annexes and exhibits. You should review and consider carefully the matters discussed under the heading “Risk Factors” beginning on page 28 of the Joint Proxy Statement/Prospectus.

 

 

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the securities to be issued in connection with the merger (as defined in the Joint Proxy Statement/Prospectus) or determined if the Joint Proxy Statement/Prospectus or this Supplement is accurate or complete. Any representation to the contrary is a criminal offense.

On July 21, 2021 New York Community Bancorp, Inc. (the “Company”) approved certain planned changes to its Senior Executive Leadership Team that will become effective following and subject to the completion of the planned Flagstar Bancorp, Inc. merger (the “Merger”). As part of such planned changes, the Company approved the collapsing of the Chief Operating Officer position following and subject to the completion of the planned Merger.

Following the elimination of the Chief Operating Officer position, Robert Wann, who currently serves as the Company’s Senior Executive Vice President and Chief Operating Officer will no longer serve in this capacity but will remain on the Company’s Board of Directors.