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 OF SECURITIES

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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Alvarez-Cabrero Sara
  2. Issuer Name and Ticker or Trading Symbol
FIRST BANCORP /PR/ [FBP]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP, General Counsel
(Last)
(First)
(Middle)
PO BOX 9146
3. Date of Earliest Transaction (Month/Day/Year)
03/21/2024
(Street)

SAN JUAN, PR 00908
4. If Amendment, Date Original Filed (Month/Day/Year)
03/25/2024
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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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
First BanCorp Common Stock, par value $0.10 per share. 03/21/2024   A   8,831 (1) (2) A $ 17.35 63,631 (2) D  
First BanCorp Common Stock, par value $0.10 per share. 03/24/2024   F   2,018 (3) D $ 16.86 61,613 (2) D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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
(Month/Day/Year)
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
Performance Share Unit (4) 03/21/2024   A   8,830 (5)     (4) 03/21/2027 Common Stock 8,830 (5) $ 0 30,384 (5) (6) D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Alvarez-Cabrero Sara
PO BOX 9146
SAN JUAN, PR 00908
      EVP, General Counsel  

Signatures

 /s/ Adolfo Sepulveda, Esq., Attorney-in-Fact   04/22/2024
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Shares of restricted stock issued pursuant to the First BanCorp Omnibus Incentive Plan, as amended. The shares shall fully vest solely on the basis of the passage of time over a three-year period, with 50% vesting on year two or March 21, 2026 and the remaining 50% vesting on year three or March 21, 2027.
(2) The original Form 4, filed on March 25, 2024, is being amended by this Form 4 amendment solely to correct an administrative error which misreported the shares of restricted stock awarded on March 21, 2024 as a total of 8,745 shares when in fact, 8,831 shares of the Issuer's common stock were awarded to the reporting person. As a result of this administrative error, the number of shares beneficially owned by the reporting person following the corrected transaction reflects an increase in the number of shares reported as beneficially owned.
(3) Shares withheld to cover taxes related to the restricted stock that vested on March 24, 2024 pursuant to the terms of the long-term incentive award made on March 24, 2022.
(4) Performance Share Units granted as a performance award, vesting based upon degree of achievement of performance goal. Each Performance Share Unit represents a contingent right to receive one share of FBP common stock. At the end of the performance period, 50% of the award is paid for threshold-level performance up to 150% for maximum level performance, in FBP common stock free of restriction. Amounts between threshold, target, and maximum level performance are interpolated to reward incremental achievement and no amounts are paid if actual results of the performance goal are below threshold-level performance.
(5) The original Form 4, filed on March 25, 2024, is being amended by this Form 4 amendment solely to correct an administrative error which misreported the Performance Share Unit awarded on March 21, 2024 as a total of 8,744 when in fact, 8,830 Performance Share Units were awarded to the reporting person. As a result of this administrative error, the number of derivative securities beneficially owned by the reporting person following the corrected transaction reflects an increase in the number of derivative securities reported as beneficially owned.
(6) The amount of 30,298 Performance Share Units were granted as a performance award with 9,528 shares granted on March 24, 2022, 12,026 shares granted on March 16, 2023, and 8,744 shares granted on March 21, 2024, and vest upon the degree of achievement of performance goals. Each Performance Share Unit represents a contingent right to receive one share of FBP common stock.

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