-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HLy7h5WFJbzOirlBkmx3Oppo6tOApVr0oKR/DscxNoqHNWJ5A3/tpV3LlzOwkN8M SnDWy96ZNSQS3EuV0LWIuQ== 0001065407-01-500064.txt : 20010223 0001065407-01-500064.hdr.sgml : 20010223 ACCESSION NUMBER: 0001065407-01-500064 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010214 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: INDEPENDENCE COMMUNITY BANK CORP CENTRAL INDEX KEY: 0000945734 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 113387931 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-55779 FILM NUMBER: 1540237 BUSINESS ADDRESS: STREET 1: 195 MONTAGUE ST CITY: BROOKLYN STATE: NY ZIP: 11201 BUSINESS PHONE: 7187225300 MAIL ADDRESS: STREET 1: 195 MONTAGUE ST CITY: BROOKLYN STATE: NY ZIP: 11201 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: INDEPENDENCE COMMUNITY BANK EMPLOYEE STOCK OWNERSHIP PLAN TR CENTRAL INDEX KEY: 0001079788 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 194 MONTAGUE ST CITY: BROOKLYN STATE: NY ZIP: 11201 BUSINESS PHONE: 7187225300 MAIL ADDRESS: STREET 1: INDEPENDENCE SAVINGS BANK STREET 2: 194 MONTAGUE ST CITY: BROOKLYN STATE: NY ZIP: 11201 SC 13G/A 1 indcom13ga.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 2) INDEPENDENCE COMMUNITY BANK CORP. _____________________________________________________________________________ (Name of Issuer) COMMON STOCK, $0.01 PAR VALUE PER SHARE _____________________________________________________________________________ (Title of Class of Securities) 453414 10 4 _____________________________________________________________________________ (CUSIP Number) December 31, 2000 _____________________________________________________________________________ (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) Page 1 of 6 Pages CUSIP NO. 453414 10 4 Page 2 of 6 Pages _____________________ _________________ 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) Independence Community Bank Employee Stock Ownership Plan Trust - ------------------------------------------------------------------------------ 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] - ------------------------------------------------------------------------------ 3. SEC USE ONLY - ------------------------------------------------------------------------------ 4. CITIZENSHIP OR PLACE OF ORGANIZATION United States - ------------------------------------------------------------------------------ 5. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 4,787,940 - ------------------------------------------------------------------------------ 6. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED VOTING POWER 800,634 - ------------------------------------------------------------------------------ 7. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE DISPOSITIVE POWER 4,787,940 - ------------------------------------------------------------------------------ 8. NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED DISPOSITIVE POWER 800,634 - ------------------------------------------------------------------------------ 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,588,574 - ------------------------------------------------------------------------------ 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [ ] - ------------------------------------------------------------------------------ 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 9.27% - ------------------------------------------------------------------------------ 12. TYPE OF REPORTING PERSON EP CUSIP NO. 453414 10 4 Page 3 of 6 Pages ______________________ _________________ ITEM 1(a) NAME OF ISSUER: Independence Community Bank Corp. ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES: 195 Montague Street Brooklyn, New York 11201 ITEM 2(a) NAME OF PERSON FILING: Independence Community Bank Employee Stock Ownership Plan Trust ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE: Independence Community Bank Corp. 195 Montague Street Brooklyn, New York 11201 ITEM 2(c) CITIZENSHIP: United States ITEM 2(d) TITLE OF CLASS OF SECURITIES: Common Stock, par value $0.01 per share ITEM 2(e) CUSIP NUMBER: 453414 10 4 ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b), OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS: [x] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). ITEM 4. OWNERSHIP. (a) Amount beneficially owned: 5,588,574 CUSIP NO. 453414 10 4 Page 4 of 6 Pages ______________________ _________________ (b) Percent of class: 9.27% (based upon 60,283,274 shares issued and outstanding at December 31, 2000) (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote 4,787,940 (ii) Shared power to vote or to direct the vote 800,634 (iii) Sole power to dispose or to direct the disposition of 4,787,940 (iv) Shared power to dispose or to direct the disposition of 800,634 The Independence Community Bank Employee Stock Ownership Plan Trust (the "Trust") was established pursuant to the Independence Community Bank Corp. Employee Stock Ownership Plan ("ESOP"). Under the terms of the ESOP, the Trustee must vote the allocated shares held in the ESOP in accordance with the instructions of the participating employees. Unallocated shares held in the ESOP will be voted by the ESOP Trustee in the same proportion for and against proposals presented to shareholders as the ESOP participants and beneficiaries actually vote shares of Common Stock allocated to their individual accounts. Any allocated shares which either abstain on the proposal or are not voted will be disregarded in determining the percentage of stock voted for and against each proposal by the participants and beneficiaries. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. Not Applicable. ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. RSGroup Trust Company is the trustee ("Trustee") of the Trust which holds 5,588,574 shares of Common Stock, of which 800,634 shares have been allocated to the accounts of participating employees as of December 31, 2000 and 4,787,940 shares of which have not yet been allocated to the accounts of participating employees and which will be voted by the Trustee pursuant to the terms of the ESOP and may be deemed to be beneficially owned by the Trust. The ESOP does not own more than 5% on behalf of another person. ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY. Not Applicable. CUSIP NO. 453414 10 4 Page 5 of 6 Pages ______________________ _________________ ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP. Not Applicable. ITEM 9. NOTICE OF DISSOLUTION OF GROUP. Not Applicable. ITEM 10. CERTIFICATIONS. By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. CUSIP NO. 453414 10 4 Page 6 of 6 Pages ______________________ _________________ SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Independence Community Bank Employee Stock Ownership Plan Trust Date: February 13, 2001 By: /s/ Stephen P. Pollak ------------------------------- Name: Stephen P. Pollak Title: Executive Vice President of RSGroup Trust Company, Trustee for Independence Community Bank Employee Stock Ownership Plan Trust -----END PRIVACY-ENHANCED MESSAGE-----