BURAN JOHN R 4

What Happened

• John R. Buran, President & CEO and director of Flushing Financial Corp. (FFIC), had four dispositions on June 1, 2026 totaling 266,583 FFIC shares (44,579; 57,550; 31,200; 133,254). The transactions were dispositions to the issuer pursuant to the merger agreement, not open‑market sales. No per‑share price is reported for these dispositions (N/A).
• The merger between FFIC and OceanFirst Financial Corporation (OCFC) closed on June 1, 2026. Under the Merger Agreement, each FFIC share was converted into the right to receive 0.85 shares of OCFC common stock; fractional shares were paid in cash. As a result, the reporting person no longer beneficially owns any FFIC common stock.

Key Details

• Transaction date: 2026-06-01 (Form 4 filed 2026-06-03).
• Transaction type: Disposition to issuer under the Merger Agreement (code D on the Form 4). Reported share lots: 44,579; 57,550; 31,200; 133,254 (total 266,583).
• Price/Value: Per‑share price not reported (N/A); consideration was conversion into OCFC shares at a 0.85:1 ratio; fractional shares paid in cash.
• Shares owned after transaction: 0 FFIC shares (reporting person no longer beneficially owns FFIC common stock) (see footnote F3).
• Notable footnotes:
  • F2: Dispositions occurred pursuant to the Agreement and Plan of Merger dated Dec 29, 2025; Merger closed June 1, 2026.
  • F4/F5: Previously unvested RSUs/PRSUs were accelerated or converted into OCFC RSUs/shares per the Merger Agreement (converted at 0.85:1, rounded down).
  • F6: FFIC shares held in the reporting person’s 401(k) were converted into the merger consideration.
• Filing timeliness: Form filed June 3, 2026 for a June 1 transaction (appears to be a timely Form 4 filing).

Context

• These were merger-driven conversions/dispositions, not open‑market sales—so they reflect the corporate transaction mechanics (conversion into OCFC stock and cash for fractional shares) rather than voluntary insider selling for cash.
• The Form 4 reports loss of FFIC beneficial ownership; any resulting OCFC holdings or new Form 4/5 disclosures would be reported separately under OCFC filings.