Ely James Christopher 4

What Happened

• Ely James Christopher, a director of Blue Foundry Bancorp (BLFY), reported dispositions to the issuer totaling 175,108 shares/option-equivalents as part of the company’s merger with Fulton Financial Corporation. The filings show three dispositions: 106,959 (derivative) on 2026-03-30 and 57,783 and 10,366 on 2026-04-01. No per-share sale price is listed because these were dispositions to the issuer under the merger terms rather than open-market trades.
• Under the Merger Agreement, each outstanding common share was converted into the right to receive 0.650 shares of Fulton Financial Corporation common stock (cash paid in lieu of fractional shares). Outstanding options (derivative reported) were cancelled and converted into a cash payment calculated using the per-share consideration price of $13.6435, adjusted for exercise price and withholding (see footnotes).

Key Details

• Transaction dates and amounts:
  • 2026-03-30: Disposition (derivative) of 106,959 shares (options cancelled/converted).
  • 2026-04-01: Disposition of 57,783 shares to issuer.
  • 2026-04-01: Disposition of 10,366 shares to issuer.
• Total disposed: 175,108 shares/options.
• Reported prices: N/A for share dispositions; option cash-out uses $13.6435 per-share consideration (per filing footnote).
• Shares owned after transaction: not specified in the provided extract of the Form 4.
• Notable footnotes:
  • F1: Each Blue Foundry common share converted into 0.650 shares of Fulton common stock (cash for fractional shares).
  • F2: Option vesting schedule noted (20% per year starting Aug 26, 2023).
  • F3: All outstanding options were cancelled and converted into a cash payment equal to (per-share consideration $13.6435 minus exercise price) × number of option shares, less taxes/withholdings.
• Timeliness: Filing dated 2026-04-01 for transactions effective 2026-03-30–04-01; the report shows no indication it was late.

Context

• These dispositions are merger-related (disposition to the issuer), not open-market sales, and reflect the mechanics of the Blue Foundry–Fulton merger rather than a discretionary sale by the insider. The derivative line reflects option cancellation and cash settlement under the merger terms, not a typical exercise-and-hold or exercise-and-sell event.