Blue Foundry Bancorp·4

Apr 1, 10:47 AM ET

Kinzler Patrick H. 4

Research Summary

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Blue Foundry (BLFY) Director Patrick Kinzler Sells 193,072 Shares

What Happened

  • Patrick H. Kinzler, a director of Blue Foundry Bancorp (BLFY), reported dispositions totaling 193,072 shares of BLFY common stock. The transactions were reported as “Disposition to the issuer” (code D) on 2026-03-30 and 2026-04-01.
  • Specific disposals: 77,911; 4,853; 3,349; and a derivative disposition of 106,959 shares (total = 193,072). Reported per-share trade prices are N/A because these were not open-market sales but transactions tied to the merger and option-cancellation mechanics.

Key Details

  • Transaction dates: 2026-03-30 (derivative disposition) and 2026-04-01 (other dispositions). Filing date: 2026-04-01.
  • Price/consideration: direct share conversions are reported as N/A. Per the Merger Agreement, each BLFY share was converted into the right to receive 0.650 shares of Fulton Financial Corporation common stock (cash in lieu for fractions). For outstanding options, the filing notes a cash payment formula using a per-share consideration price of $13.6435 (see footnote F3).
  • Shares owned after the transaction: not stated on the provided filing excerpt; after the merger most BLFY shares were converted into Fulton shares or cashed out per the agreement.
  • Notable footnotes from the filing:
    • F1: Merger Agreement — each BLFY share converted into 0.650 Fulton shares (cash for fractional shares).
    • F2: Stock options vest 20% per year beginning Aug 26, 2023.
    • F3: All outstanding options (vested or unvested) were cancelled and converted into a cash payout equal to (exercise price difference) × (per-share consideration $13.6435) × (number of option shares), less taxes/withholdings.
  • Timeliness: Filing appears timely (reported 2026-04-01 for transactions on 2026-03-30 and 2026-04-01); no late filing indicator shown.

Context

  • These dispositions are merger-related (conversion of common shares into Fulton shares and cash) and an option cancellation payout — not routine open-market selling by the insider. The derivative line (106,959) reflects cancelled options/derivative instruments settled per the merger terms and converted to cash under the formula in F3.
  • For investors, merger-driven dispositions typically reflect contract settlement mechanics rather than a director taking a market view; the filing documents the conversion and cash-out mechanics rather than indicating opportunistic trading.