Bingold Michael 4

What Happened Michael Bingold, Senior Executive Vice President of Flushing Financial Corp. (FFIC), disposed of a total of 88,506 FFIC shares on June 1, 2026. The dispositions were not open‑market sales but conversions pursuant to the Merger Agreement with OceanFirst Financial Corporation (OCFC): each FFIC share was converted into the right to receive 0.85 OCFC shares (all fractional OCFC shares were paid in cash). No per‑share cash sale price is reported on the Form 4. 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 effective date); Form 4 filed June 3, 2026 (timely filing).
• Shares disposed: 33,829; 28,880; 14,080; and 11,717 — total 88,506 FFIC shares.
• Consideration: conversion to OCFC common stock at 0.85 OCFC share per FFIC share (fractional OCFC shares paid in cash). 88,506 × 0.85 ≈ 75,230 OCFC shares (fractions cashed).
• Shares owned after transaction: 0 FFIC shares (footnote F3).
• Notable footnotes:
  • F2: Disposition occurred under the Merger Agreement with OceanFirst; Merger closed June 1, 2026.
  • F4/F5: Previously unvested RSUs/PRSUs were accelerated or converted into OCFC stock or OCFC‑denominated RSUs per the Merger Agreement.
  • F6: 401(k) plan shares were also converted under the Merger Agreement.
• Transaction type code: D (Disposition to issuer via merger), not an open‑market sale.

Context

• This filing reflects the corporate merger conversion of FFIC shares into OCFC consideration, not an individual sale for cash in the market — so it is a structural change tied to the transaction rather than a trading signal by the insider.
• The Form 4 does not state cash proceeds per share (price = N/A); any holdings the reporting person now has in OCFC are not detailed in this filing.