Pecoraro Kelly 4
Research Summary
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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.