Columbia Financial, Inc./MD/ 8-K

What Happened
Columbia Financial, Inc. filed an 8-K on May 15, 2026 reporting that on May 11, 2026 it entered an Agency Agreement with Keefe Bruyette & Woods, Inc. (KBW). KBW will assist on a best-efforts basis in selling the Company’s common stock in the subscription and community offerings and will act as lead‑left book‑running manager if the Company proceeds with a firm‑commitment underwritten offering. The shares are being offered under the Company’s Registration Statement on Form S-1 (No. 333-294103) and related prospectus dated May 11, 2026.

Key Details

• KBW fees: 1.0% of aggregate purchase price for the subscription offering; 2.0% for the community offering (includes merger shares to meet the offering range minimum).
• No KBW fee for shares bought by directors, officers, employees (and their immediate families or personal trusts) or the Company’s employee benefit plans.
• If a firm‑commitment underwritten offering occurs, underwriter discounts scale by deal size: up to 5.0% if proceeds < $300M; up to 4.0% for $300M–$500M; up to 3.5% for $500M–$700M; up to 3.15% for > $700M.
• KBW may form a syndicate of broker‑dealers to underwrite any firm‑commitment offering. The Agency Agreement is filed as Exhibit 1.1 to the 8‑K.

Why It Matters
This agreement lays out how Columbia Financial intends to sell common stock and the fees/costs of doing so, whether via direct subscription/community sales or a larger underwritten offering. For investors, the filing confirms the company is moving forward with an S‑1‑registered offering process (which can dilute existing shares) and identifies the underwriting economics and potential size thresholds that affect the cost of capital.