$FFIC·8-K

FLUSHING FINANCIAL CORP · Jun 1, 5:21 PM ET

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FLUSHING FINANCIAL CORP 8-K

Research Summary

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Updated

Flushing Financial Corp Completes Merger; Nasdaq Delisting

What Happened

  • Flushing Financial Corp (FFIC) filed an 8-K reporting the closing of the mergers described in the Merger Agreement dated December 29, 2025. The Closing Date/Effective Time occurred on or about June 1, 2026. As a result, Flushing common stock trading was suspended after the close of trading on June 1, 2026 and Flushing has requested withdrawal from Nasdaq listing. OceanFirst will be the successor to Flushing for purposes of the securities filings.

Key Details

  • Merger Agreement dated December 29, 2025 (filed as Exhibit 2.1 of prior 8-K).
  • Trading in Flushing common stock was suspended after the close of trading on June 1, 2026; Nasdaq will delist the shares upon effectiveness of Form 25.
  • At the Effective Time, Flushing shareholders ceased to have rights in their Flushing shares except the right to receive the merger consideration described in the Merger Agreement.
  • All directors and officers of Flushing ceased serving at the Effective Time. OceanFirst, as successor, intends to file Form 15 to terminate Flushing’s Section 12(g) registration and suspend Flushing’s reporting obligations under Sections 13 and 15(d).

Why It Matters

  • For Flushing shareholders: your Flushing shares are no longer trading on Nasdaq and your remaining entitlement is the merger consideration specified in the Merger Agreement. Liquidity for Flushing stock will end once delisted.
  • For investors tracking corporate reporting: Flushing’s registration and periodic reporting are expected to be terminated/suspended once OceanFirst files Form 15 and Nasdaq’s Form 25 is effective.
  • Refer to the Merger Agreement (Exhibit 2.1) for the exact merger consideration and mechanics; shareholders with questions about payment or exchange procedures should consult the agreement or any related communications from the companies.

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