Blue Foundry Bancorp·4

Apr 1, 10:40 AM ET

Goldstein Robert Thomas 4

4 · Blue Foundry Bancorp · Filed Apr 1, 2026

Research Summary

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Blue Foundry (BLFY) Director Robert T. Goldstein Sells Shares

What Happened

  • Robert T. Goldstein, a director of Blue Foundry Bancorp (BLFY), reported dispositions totaling 182,629 Blue Foundry shares or option-equivalent shares. Transactions on 2026-03-30 and 2026-04-01 show disposals to the issuer (code D). Reported share counts: 39,283; 27,887; 8,500; and a derivative disposition of 106,959. Prices are listed as N/A because the transfers were made to the issuer under the merger agreement rather than open-market sales.

Key Details

  • Transaction dates: 2026-03-30 (derivative disposition of 106,959) and 2026-04-01 (39,283; 27,887; 8,500).
  • Reported prices: N/A (dispositions to issuer under merger terms).
  • Total shares/options disposed: 182,629.
  • Shares owned after the transactions: not disclosed in this filing.
  • Footnotes of note:
    • F1: Under the Merger Agreement (Nov 24, 2025), each Blue Foundry common share was converted into the right to receive 0.650 shares of Fulton Financial common stock (cash paid in lieu of fractional shares).
    • F2: Stock options vest 20% per year starting Aug 26, 2023.
    • F3: Outstanding options (vested or unvested) were cancelled and converted into a cash payment per the merger formula (per-share consideration cited at $13.6435), less taxes/withholdings.
  • Filing timeliness: Form 4 filed 2026-04-01 reporting transactions through 2026-03-30; no late-filing flag indicated.

Context

  • The bulk of these disposals appear to be merger-related: common shares were converted into Fulton Financial shares per the merger (not sold on the open market), and option-related (derivative) holdings were cancelled and converted to cash under the merger terms. Dispositions to the issuer in a merger are routine and reflect transaction mechanics rather than an independent decision to sell on the open market.

Insider Transaction Report

Form 4Exit
Period: 2026-03-30
Transactions
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-04-0139,2830 total
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-04-0127,8870 total(indirect: By 401(k))
  • Disposition to Issuer

    Common Stock

    [F1]
    2026-04-018,5000 total(indirect: By IRA)
  • Disposition to Issuer

    Stock Options

    [F3][F2]
    2026-03-30106,9590 total
    Exercise: $11.54Exp: 2032-08-26Common Stock (106,959 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 at a rate of 20% per year commencing on August 26, 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

Documents

1 file
  • 4
    wk-form4_1775054417.xmlPrimary

    FORM 4