Han Sam Sang Ki 4
4 · FLUSHING FINANCIAL CORP · Filed Jun 2, 2026
Research Summary
AI-generated summary of this filing
Flushing Financial (FFIC) Director Han Sam Sang Ki Sells 76,851 Shares
What Happened
Han Sam Sang Ki, a director of Flushing Financial Corp (FFIC), recorded dispositions of 72,051 and 4,800 FFIC shares (total 76,851) on June 1, 2026. These were not open-market sales but dispositions pursuant to FFIC’s merger agreement with OceanFirst Financial Corporation (OCFC). Each FFIC share was converted into the right to receive 0.85 shares of OCFC common stock (with fractional shares paid in cash) at the merger’s effective time; no per-share dollar price is reported for the conversion. As a result of the merger, the reporting person no longer beneficially owns any FFIC common stock.
Key Details
- Transaction date: June 1, 2026 (Merger closed effective that day). Filing date: June 2, 2026 (timely).
- Shares disposed: 72,051 and 4,800 (total 76,851). Price: N/A (conversion to OCFC stock per merger terms).
- Shares owned after transaction: 0 shares of FFIC common stock (reporting person no longer beneficially owns FFIC shares).
- Notable footnotes: Dispositions were made pursuant to the Merger Agreement; each FFIC share converted into 0.85 OCFC shares (fractional shares paid in cash). Previously unvested FFIC RSUs were converted into service-based RSUs denominated in OCFC shares on a 0.85-to-1 basis (rounded down) and remain subject to original vesting terms.
- Filing timeliness: No late filing flag reported.
Context
This filing reflects merger consideration and conversion mechanics, not a typical insider sell or market trade. The reporting person may now hold OCFC shares or converted RSUs under the merger terms, but this Form 4 reports only the loss of beneficial ownership in FFIC stock resulting from the merger.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1][F2][F3]2026-06-01−72,051→ 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 footnote 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 converted into service-based RSUs denominated in shares of OCFC common stock, on a 0.85-to-one basis (rounded down to the nearest whole share) (and which remained subject to the same terms and conditions applicable to such Issuer RSUs).