FIRST BANCORP /PR/ — Director's Dealing 2017

Feb 14, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FIRST BANCORP /PR/ (FBP)
CIK: 0001057706
Period of Report: 2017-02-07

Reporting Person: Bresler Joshua D (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-02-07	Common Stock	S	11500000	$6.36	Disposed	20028702	Indirect

Footnotes

F1: Shares represent aggregate holdings of THL FBC Equity Investors, L.P. ("FBC Fund"), Thomas H. Lee (Alternative) Fund VI, L.P. ("Fund VI"), Thomas H. Lee (Alternative) Parallel Fund VI, L.P. ("Parallel Fund VI"), Thomas H. Lee (Alternative) Parallel (DT) Fund VI ("DT Fund VI"; together with FBC Fund, Fund VI and Parallel Fund VI, the "Funds") and THL Managers VI, LLC ("Managers VI").

F2: Represents shares of the Issuer sold by the following entities: 145,251 shares sold by FBC Fund; 6,324,248 shares sold by Fund VI; 4,282,443 shares sold by Parallel Fund VI; and 748,058 shares sold by DT Fund VI.

F3: The Reporting Person holds an interest in Thomas H. Lee Advisors (Alternative) VI, Ltd., which is the general partner of THL Advisors (Alternative) VI, L.P., which is the general partner of the Funds. The Reporting Person is also a Managing Director of Thomas H. Lee Partners, L.P., which is the managing member of Managers VI. Therefore, the Reporting Person may be deemed to beneficially own the shares of the Issuer owned directly by the Funds and Managers VI. The Reporting Person disclaims beneficial ownership of all shares of the Issuer owned by the Funds and Managers VI, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such shares for the purposes of Section 16 or for any other purpose, except to the extent of the Reporting Person's pecuniary interest therein.

F4: This amount represents the $6.36 price per share of the Issuer's common stock purchased by the underwriters.