UNITED
STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-K/A
(Amendment No. 1)
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ANNUAL REPORT PURSUANT TO
SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For
the Fiscal Year Ended December 31, 2016
or
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For
the Transition Period from
to
to .
Commission File
No. 001-12647
OFG Bancorp
Incorporated in the Commonwealth of Puerto Rico
IRS Employer
Identification No. 66-0538893
Principal Executive
Offices:
254 Muñoz
Rivera Avenue
San Juan,
Puerto Rico 00918
Telephone Number:
(787) 771-6800
Securities Registered Pursuant to Section 12(b) of
the Act:
Common Stock
($1.00 par value per share)
7.125% Noncumulative
Monthly Income Preferred Stock, Series A
($25.00 liquidation preference per share)
7.0% Noncumulative
Monthly Income Preferred Stock, Series B
($25.00 liquidation preference per share)
8.75% Noncumulative
Convertible Perpetual Preferred Stock, Series C
($1,000.00 liquidation preference per share)
7.125% Noncumulative
Perpetual Preferred Stock, Series D
($25.00 liquidation preference per share)
Securities Registered
Pursuant to Section 12(g) of the Act: None
Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act. Yes
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No
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Indicate
by check mark if the registrant is not required to file reports pursuant to
Section 13 or Section 15(d) of the
Act. Yes
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No
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Indicate
by check mark whether the registrant (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past
90 days. Yes
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No
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Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T
(§ 232.405 of this chapter) during the preceding 12 months (or for
such shorter period that the registrant was required to submit and post such
files). Yes
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No
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Indicate
by check mark if disclosure of delinquent filings pursuant to Item 405 of
Regulation S-K is not contained herein, and will not be contained, to the
best of registrant’s knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K.
☐
Indicate by check mark whether the registrant is a
large accelerated filer, an accelerated filer, a non-accelerated filer, or a
smaller reporting company. See the definitions of “large accelerated filer,”
“accelerated filer” and “smaller reporting company” in Rule 12b-2 of the
Exchange Act. (Check one):
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Large accelerated filer
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.
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Accelerated filer
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Non-accelerated filer
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Smaller reporting
company
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(Do not check if a smaller reporting company)
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Indicate
by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes
☐
No
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The
aggregate market value of the common stock held by non-affiliates of OFG
Bancorp (the “Company”) was approximately $
364.5
million as of June 30, 2016
based upon 44,913,719 shares outstanding and the reported closing price of
$8.30 on the New York Stock Exchange on that date.
As of February
28, 2017, the Company had 43,914,844 shares of common stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Company’s definitive
proxy statement relating to the 2017 annual meeting of shareholders are
incorporated herein by reference in response to Items 10 through 14 of
Part III, except for certain information set forth herein under Item 12.