Northfield Bancorp, Inc.·4

Jul 20, 9:35 PM ET

Jacobs William R. 4

4 · Northfield Bancorp, Inc. · Filed Jul 20, 2026

Research Summary

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Northfield Bancorp (NFBK) EVP William R. Jacobs Disposes 132,398 Shares

What Happened William R. Jacobs, Executive Vice President & Principal Accounting Officer of Northfield Bancorp, reported multiple dispositions to the issuer on 2026-07-20. Transactions listed: 64,947.00 shares, 38,613.64 shares, 12,949.11 shares, and a derivative disposition of 15,888 shares (total = 132,397.75 shares). Prices and total cash values are shown as N/A in the filing. All transactions are reported as dispositions to the issuer (Form 4 code D).

Key Details

  • Transaction date: 2026-07-20; all four dispositions occurred that day.
  • Shares disposed: 64,947.00 + 38,613.64 + 12,949.11 + 15,888 (derivative) = 132,397.75 shares (reported).
  • Price/value: N/A in the filing (no cash amount reported).
  • Shares owned after transaction: not provided in the excerpt of the filing.
  • Footnotes of the filing:
    • F1: Per the Merger Agreement (Columbia Financial / Newco merger), each Northfield common share was converted into the right to receive either 1.425 shares of Newco common stock or $14.25 in cash.
    • F2: Each restricted stock unit (RSU) was converted into the right to receive 1.425 units to be settled in cash based on Newco’s closing price on vesting.
  • Filing timeliness: Form filed 2026-07-20 for transactions on 2026-07-20 — appears to be timely.

Context

  • “Disposition to issuer” (code D) typically means shares were turned in or surrendered back to the company/issuer rather than sold on the open market. In this case the footnotes tie the transactions to the announced merger mechanics (conversion/settlement under the Merger Agreement).
  • The 15,888-figure is a derivative/RSU-related disposition; per footnote F2 these RSUs were converted into settlement rights tied to Newco stock price and will be settled in cash.
  • The filing shows no open-market purchase activity by the insider; these actions are procedural in nature given the merger disclosures rather than a typical sale for personal liquidity.

Insider Transaction Report

Form 4Exit
Period: 2026-07-20
Transactions
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-07-2064,9470 total
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-07-2038,613.640 total(indirect: By ESOP)
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-07-2012,949.110 total(indirect: By 401(k))
  • Disposition to Issuer

    Restricted Stock Units

    [F2]
    2026-07-2015,8880 total
    Common Stock (15,888 underlying)
Footnotes (2)
  • [F1]Pursuant to the Agreement and Plan of Merger dated as of January 31, 2026, by and among Columbia Financial, Inc., a Delaware corporation, Columbia Financial, Inc., a Maryland corporation (Newco), Columbia Bank MHC and Northfield Bancorp, Inc. (Merger Agreement), at the effective time of the merger between Northfield Bancorp, Inc, and Newco, each issued and outstanding share of Northfield Bancorp, Inc. common stock was converted into the right to receive, at the election of the holder, either (i) 1.425 shares of Newco common stock or (ii) $14.25 in cash.
  • [F2]Pursuant to the Merger Agreement, each restricted stock unit was converted into the right to receive 1.425 units that will be settled in cash based on the closing price of Newco common stock on the day of vesting.
Signature
/s/ William R. Jacobs|2026-07-20

Documents

1 file
  • 4
    wk-form4_1784597729.xmlPrimary

    FORM 4