Blue Foundry Bancorp 8-K

What Happened
Blue Foundry Bancorp (Blue Foundry) and Fulton Financial Corporation announced on February 23, 2026 that all required regulatory approvals have been received for their previously announced all‑stock merger. Under the agreement, Blue Foundry will merge with and into Fulton (Fulton to survive). Following the merger, Blue Foundry Bank (a New Jersey‑chartered savings bank and Blue Foundry subsidiary) will merge into Fulton Bank, N.A. around the time of systems conversion. The Federal Reserve Board approved the merger application on February 19, 2026 and the Office of the Comptroller of the Currency previously approved the bank merger. The parties expect to close the merger on or about April 1, 2026, subject to customary closing conditions.

Key Details

• Transaction type: all‑stock merger of Blue Foundry into Fulton; subsequent merger of Blue Foundry Bank into Fulton Bank at systems conversion.
• Regulatory approvals: Board of Governors of the Federal Reserve approved the Merger (Feb 19, 2026); OCC previously approved the Bank Merger.
• Expected timing: Merger close on or about April 1, 2026; bank merger to occur following the Merger around systems conversion.
• Risks noted: filing cites potential dilution from Fulton issuing common stock, possible failure to realize expected synergies or cost savings, integration and conversion challenges, and other customary merger risks.

Why It Matters
For investors, the announcement signals a planned consolidation that could change the combined company's scale, branch and deposit footprint, and share count (Fulton will issue stock in the deal). The filing highlights both the potential benefits (strategic and cost synergies) and material risks (integration, systems conversion costs, dilution, and customary closing conditions). The April 2026 timeline and completed regulatory approvals make a closing likely but not guaranteed until remaining closing conditions are satisfied.