Pecoraro Kelly 4

4 · Blue Foundry Bancorp · Filed Apr 1, 2026

AI-generated summary of this filing

Updated Apr 1, 2026

Blue Foundry CFO Kelly Pecoraro Disposes Shares in Merger

What Happened

Kelly Pecoraro, Executive Vice President and Chief Financial Officer of Blue Foundry Bancorp (BLFY), reported dispositions totaling 225,146 BLFY shares. Transactions listed: 177,000 shares (derivative-related) on 2026-03-30, and 41,663 and 6,483 shares on 2026-04-01. The Form 4 lists the transactions as dispositions to the issuer (no open-market sale price reported; price = N/A).
These disposals are tied to the merger agreement with Fulton Financial Corporation: outstanding common shares were converted into the right to receive 0.650 shares of Fulton common stock (with cash in lieu for fractions). Outstanding options were cancelled and converted into a cash payment based on a per-share consideration of $13.6435 (cash payment = (per-share consideration − option exercise price) × number of option shares, less applicable taxes/withholdings).

Key Details

Transaction dates: 2026-03-30 (derivative, 177,000 shares) and 2026-04-01 (41,663 and 6,483 shares). Report filed 2026-04-01.
Prices / proceeds: Listed as N/A on the Form 4 for the share dispositions; option cashouts use the per-share consideration of $13.6435 per the merger terms (final cash depends on each option's exercise price).
Shares owned after transaction: Not specified on this Form 4.
Notable footnotes: F1 (each share converted to 0.650 Fulton shares, cash for fractions); F3 (options cancelled/converted to cash using $13.6435 per share; payments net of taxes/withholdings); F2 notes option vesting schedule (not directly affecting these cancellations).
Filing timeliness: Form 4 was filed 2026-04-01 for transactions on 2026-03-30 and 2026-04-01 (appears timely under standard Form 4 reporting rules).

Context

These are merger-related dispositions (conversion/cash-out) rather than routine open-market sales; the common-stock dispositions result from the merger consideration (Fulton shares/cash in lieu) and the derivative item reflects option cancellation with cash settlement. Because proceeds depend on Fulton’s share value and individual option exercise prices, the Form 4 does not state a single cash amount for the transactions.

Form 4Exit

Period: 2026-03-30

EVP and CFO

Transactions

Disposition to Issuer
Common Stock
[F1]
2026-04-01−41,663→ 0 total
Disposition to Issuer
Common Stock
[F1]
2026-04-01−6,483→ 0 total(indirect: By ESOP)
Disposition to Issuer
Stock Options
[F3][F2]
2026-03-30−177,000→ 0 total
Exercise: $11.69Exp: 2032-10-19→ Common Stock (177,000 underlying)

Footnotes (3)

[F1]Pursuant to the Agreement and Plan of Merger, dated as of November 24, 2025 (the "Merger Agreement"), by and between the Issuer and Fulton Financial Corporation, each issued and outstanding share of Issuer common stock was converted into the right to receive 0.650 shares of Fulton Financial Corporation common stock (subject to the payment of cash in lieu of fractional shares).
[F2]Stock options vest ratably for seven years commencing on October 19, 2023.
[F3]In accordance with the Merger Agreement, each option to acquire common stock of the Issuer that is outstanding immediately prior to the effective time of the merger (whether vested or unvested), was cancelled and converted into the right to receive a cash payment, less applicable taxes and other withholdings, equal to the difference between the exercise price of the option and the per share consideration price ($13.6435), multiplied by the number of shares subject to such option.

Signature

/s/ Mary M. Russell, pursuant to Power of Attorney|2026-04-01

1 file