Employment Side Letter Agreement and Retention Bonus between New York Community Bancorp, Inc. and Michael F. Manzulli, Anthony E. Burke, and Thomas R. Cangemi

Summary

This agreement is between New York Community Bancorp, Inc. and three executives—Michael F. Manzulli, Anthony E. Burke, and Thomas R. Cangemi—following a merger with Richmond County Financial Corp. It provides each executive with a specified retention bonus, payable at the merger's closing. If any executive leaves voluntarily or is terminated for cause within 180 days after the merger, they must repay a portion of the bonus based on their time employed. The agreement supplements their main employment contracts.

EX-10.9 10 dex109.txt EMPLOYMENT SIDE LETTER AGREEMENT EXHIBIT 10.9 [LOGO OF NEW YORK COMMUNITY BANCORP, INC.] 615 MERRICK AVENUE, WESTBURY, NY 11590 ###-###-#### . FAX # 516 ###-###-#### . www.myNYCB.com JOSEPH R. FICALORA CHAIRMAN, PRESIDENT AND CHIEF EXECUTIVE OFFICER March 27, 2001 Mr. Michael F. Manzulli Mr. Anthony E. Burke Mr. Thomas R. Cangemi Richmond County Financial Corporation 1214 Castleton Avenue Staten Island, New York 10310 Dear Mike, Tony and Tom: I am pleased to have this opportunity to set forth in writing certain additional information relating to your employment at New York Community Bancorp, Inc. (the "Holding Company") and New York Community Bank (the "Bank") following the consummation of the transactions contemplated by the Agreement and Plan of Merger (the "Agreement") entered between the Holding Company and Richmond County Financial Corp. on this date. This letter is intended to supplement your new employment agreements with the Holding Company and the Bank. In consideration of your acceptance of employment with the Holding Company and the Bank, I am pleased to provide each of you a retention bonus in the following amounts: Mike - $500,000, Tony - $750,000 and Tom - $500,000. Your retention bonus will be paid at the Effective Time (as defined in the Agreement). However, if you voluntarily terminate employment prior to the completion of 180 days of employment after the Effective Time, or if you are terminated for "Just Cause" (as defined in your new employment agreement) within that 180 day period, you will immediately return the percentage of the bonus that your total number of days of employment bears to 180 days. I look forward with great anticipation to the consummation of this transaction and the opportunity to include you in the management team. I know you share my vision of the opportunities created by the union of our two institutions. Please acknowledge the foregoing in the space indicated below. Sincerely, /s/ Joseph R. Ficalora Joseph R. Ficalora Chairman, President and Chief Executive Officer Acknowledged: /s/ Michael F. Manzulli --------------------------- Michael F. Manzulli /s/ Anthony E. Burke --------------------------- Anthony E. Burke /s/ Thomas R. Cangemi --------------------------- Thomas R. Cangemi