BURAN JOHN R 4

What Happened

• John R. Buran, President & CEO and a director of Flushing Financial Corp. (FFIC), had several equity-related transactions around Jan 26–27, 2026. On 1/26/2026, 1,029 shares were withheld to satisfy taxes upon vesting (disposed) at $16.10/share, totaling $16,567. On 1/27/2026 he received grants/awards of 15,600 shares (RSUs/PRSUs) and reported conversion/exercise-type derivative transactions that show 14,250 shares disposed and 15,600 shares acquired (derivative transactions reported as code M). These events reflect routine equity compensation activity (awards and derivative conversions), not open-market purchases.

Key Details

• Dates and amounts:
  • 2026-01-26: 1,029 shares withheld for taxes at $16.10 = $16,567 (Disposition, code F).
  • 2026-01-27: Grant/award of 15,600 shares (code A) — RSU/PRSU grant (no price).
  • 2026-01-27: Exercise/conversion of derivatives (code M) — 14,250 shares disposed and 15,600 shares acquired (no price reported for derivative conversions).
• Shares owned after transaction: total shareholding after these filings is not provided in the summary data supplied.
• Notable footnotes:
  • F1: Shares were withheld to satisfy taxes upon vesting.
  • F2: The 15,600 RSUs cliff vest at the end of a three‑year period.
  • F4: The 14,250-share disposition resulted from non-vesting of an equal number of PRSUs from the Jan 26, 2023 grant because performance criteria were not met.
  • F5: PRSUs were granted at target level and cliff vest after a three‑year performance period if metrics are met.
  • F3: Some shares are held in the Flushing Bank 401(k) Savings Plan as of 1/27/2026.
• Timeliness: Report period is 2026-01-26 and the Form 4 was filed 2026-01-28; this appears to be filed within the usual two-business-day window.

Context

• These transactions are compensation-related (awards and derivative conversions), not open-market buys or sales driven by personal liquidity (except the routine tax-withholding sale). RSUs and PRSUs typically vest on a schedule or based on performance; PRSU non-vesting caused the cancellation/disposition of 14,250 shares here. Awards and exercises/conversions by insiders are common and do not by themselves indicate a change in market sentiment.