DelliBovi Alfred A 4
4 · FLUSHING FINANCIAL CORP · Filed Jun 2, 2026
Research Summary
AI-generated summary of this filing
Flushing Financial (FFIC) Director Alfred A. DelliBovi Sells Shares
What Happened
Alfred A. DelliBovi, a director of Flushing Financial Corp. (FFIC), disposed of 56,685 and 4,800 FFIC shares on June 1, 2026 (total 61,485 shares). These were dispositions to the issuer (transaction code D) made pursuant to the Agreement and Plan of Merger with OceanFirst Financial Corporation (OCFC). No per‑share price is reported on the Form 4 (N/A) because the FFIC shares were converted into OCFC consideration under the merger terms rather than sold on the open market.
Key Details
- Transaction date: June 1, 2026 (Form 4 filed June 2, 2026 — timely).
- Transactions: Disposition to issuer (D) of 56,685 and 4,800 shares (total 61,485 FFIC shares). Price: N/A (conversion under merger).
- Merger conversion: each FFIC share converted into the right to receive 0.85 OCFC common shares; 61,485 × 0.85 = 52,262.25 — i.e., ~52,262 OCFC shares plus cash for fractional share(s).
- Shares owned after transaction: Reporting person no longer beneficially owns any FFIC common stock (per filing, footnote F3).
- Relevant footnotes: F2 — dispositions pursuant to Merger Agreement; Merger closed June 1, 2026; F3 — no remaining FFIC ownership; F4 — previously unvested RSUs converted into OCFC RSUs on a 0.85:1 basis (rounded down).
- Filing timeliness: Not marked late; filed next day.
Context
This was a merger-related conversion of equity (not an open‑market sale). The Form 4 reports the surrender/conversion of FFIC shares into OCFC merger consideration; fractional shares were paid in cash per the merger terms. Merger-driven dispositions are administrative and do not necessarily signal insider sentiment about the combined company.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1][F2][F3]2026-06-01−56,685→ 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 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).