Obrien Donna M 4
4 · FLUSHING FINANCIAL CORP · Filed Jun 2, 2026
Research Summary
AI-generated summary of this filing
Flushing Financial (FFIC) Director Donna O'Brien Sells Shares
What Happened
- Donna M. O'Brien, a director of Flushing Financial Corp. (FFIC), disposed of a total of 87,210 shares of FFIC common stock on June 1, 2026 (82,410 and 4,800 shares in two disposition entries). The dispositions were made pursuant to the Merger Agreement in connection with FFIC’s merger into Apollo Merger Sub Corp. and conversion into OceanFirst Financial Corporation (OCFC) consideration. No per-share price is listed on the Form 4 (N/A) because shares were converted under the merger terms rather than sold on the open market.
Key Details
- Transaction date: June 1, 2026 (reported on Form 4 filed June 2, 2026).
- Transaction type/code: Disposition to issuer (D) — shares converted under the Merger Agreement, not an open-market sale.
- Price/amount: N/A on the Form 4; FFIC shares were converted into the merger consideration rather than a cash sale.
- Conversion terms: Each FFIC share converted into the right to receive 0.85 shares of OCFC common stock; fractional shares were paid in cash (Merger closed June 1, 2026).
- Shares owned after transaction: Reporting person no longer beneficially owns any FFIC shares (per footnote F3).
- Notable footnotes: F2 describes the Merger conversion and closing; F3 confirms zero FFIC ownership post-merger; F4 notes previously unvested FFIC RSUs were accelerated at the Effective Time and converted to OCFC shares on a 0.85-to-1 basis (rounded down); F1 excludes those RSU-converted shares from certain counts.
Context
- This was a corporate-transaction-driven disposition: FFIC shares were converted into OCFC consideration under the merger terms, so the filing reflects conversion/cash-out mechanics rather than discretionary insider selling or a market trade. The Form 4 appears timely (transaction 6/1/2026; filed 6/2/2026).
Insider Transaction Report
Form 4
Obrien Donna M
Director
Transactions
- Disposition to Issuer
Common Stock
[F1][F2][F3]2026-06-01−82,410→ 0 total - Disposition to Issuer
Common Stock
[F4][F2][F3]2026-06-01−4,800→ 0 total
Footnotes (4)
- [F1]Excludes the shares of Issuer common stock underlying previously unvested restricted stock units (Issuer RSUs) referenced in footnotes 4.
- [F2]Disposed of pursuant to the Agreement and Plan of Merger, dated December 29, 2025, by and among Issuer, OceanFirst Financial Corporation (OCFC), and Apollo Merger Sub Corp. (the Merger Agreement). Pursuant to the terms of the Merger Agreement, at the effective time (the Effective Time) of the merger between Issuer and Apollo Merger Sub Corp. (the Merger), each share of Issuer common stock issued and outstanding immediately prior to the Effective Time was converted into the right to receive 0.85 shares of OCFC common stock (the Merger Consideration). All fractional shares were paid in cash. The Merger closed on June 1, 2026.
- [F3]As a result of the Merger, the Reporting Person no longer beneficially owns, directly or indirectly, any shares of Issuer common stock.
- [F4]Represents previously unvested Issuer RSUs awarded after the date of the Merger Agreement that, pursuant to the Merger Agreement, at the Effective Time, were accelerated and vested and converted into shares of OCFC common stock, on a 0.85-to-one basis (rounded down to the nearest whole share).
Signature
Signed by Russell A. Fleishman under Power of Attorney by Donna M. O'Brien|2026-06-02