SEC FORM 4

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Lopez-Lay Ginoris

(Last)

(First)

(Middle)

P.O. BOX 9146

(Street)

SAN JUAN

00908-0146

(City)

(State)

(Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/18/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
First BanCorp Common Stock, par value $0.10 per share.	03/18/2022		F		4,818⁽¹⁾	D	$13.43	198,710	D
First BanCorp Common Stock, par value $0.10 per share.	03/21/2022		F		1,292⁽²⁾	D	$13.45	197,418	D
First BanCorp Common Stock, par value $0.10 per share.	03/21/2022		F		3,876⁽³⁾	D	$13.45	193,542	D
First BanCorp Common Stock, par value $0.10 per share.	03/21/2022		M		12,538⁽⁴⁾	A	⁽⁵⁾	206,080	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 (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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Share Unit	⁽⁴⁾	03/21/2022		M			12,538	⁽⁵⁾	03/21/2022	Common Stock	12,538⁽⁵⁾	⁽⁴⁾	41,833⁽⁶⁾	D

Explanation of Responses:

1. Shares withheld to cover taxes related to a restricted stock that vested on March 18, 2022 pursuant to the terms of the restricted stock award made on March 18, 2020.

2. Shares withheld to cover taxes related to a restricted stock that vested on March 21, 2022 pursuant to the terms of the restricted stock award made on March 21, 2019.

3. Shares withheld to cover taxes related to the performance share units granted in a restricted stock that vested on March 21, 2022, pursuant to the terms of the long-term incentive award made on March 21, 2019.

4. Performance Share Units granted as a performance award, vesting based upon degree of achievement of performance goal. Each performance Share Units 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 100% for target level performance, in FBP common stock free of restriction. Amounts between threshold and target 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. Performance shares that vested based in the achievement of the performance goal at a level resulting in 100% of target, pursuant to a grant of performance shares award made on March 21, 2019.

6. The amount of 41,833 performance share units were granted as a performance award, with 31,176 shares granted on March 18, 2020 and 10,657 shares granted on March 31, 2021 and vest based upon the degree of achievement of performance goals. Each performance right represents a contingent right to receive one share of FBP common stock.

Remarks:

	/s/Ginoris Lopez-Lay	03/22/2022
	** Signature of Reporting Person	Date
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).
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