Lang Mirella 4
4 · Blue Foundry Bancorp · Filed Apr 1, 2026
Research Summary
AI-generated summary of this filing
Blue Foundry (BLFY) Director Mirella Sells 150,987 Shares in Merger
What Happened Lang Mirella, a director of Blue Foundry Bancorp (BLFY), disposed of a total of 150,987 BLFY shares under the company’s merger with Fulton Financial Corporation. The Form 4 shows two dispositions: 106,959 shares on 2026-03-30 (noted as a derivative disposition) and 44,028 shares on 2026-04-01. The common shares were converted into the right to receive 0.650 shares of Fulton Financial common stock per BLFY share (fractional shares paid in cash). Derivative interests (options) were cancelled and converted into cash payments per the merger agreement.
Key Details
- Transactions reported: 106,959 shares (derivative) on 2026-03-30; 44,028 shares on 2026-04-01. Both are recorded as Disposition to Issuer (D).
- Total BLFY shares disposed: 150,987, which converts to 150,987 × 0.65 = 98,141.55 Fulton shares (fractional shares subject to cash-in-lieu).
- Price info for the stock disposition is listed as N/A in the Form 4; for option cancellations the per-share consideration referenced in the Merger Agreement is $13.6435 (cash paid for options equals (exercise price – $13.6435) × number of option shares, less taxes/withholdings).
- Footnotes: F1 (share conversion ratio 0.650), F2 (stock options vest 20% per year beginning Aug 26, 2023), F3 (outstanding options cancelled and cashed out per merger).
- Shares owned after the transactions are not specified in the provided filing.
Context These filings reflect the mechanics of the November 24, 2025 Merger Agreement with Fulton Financial, not an open-market sale. The common shares were converted into Fulton stock (and fractional cash), and outstanding options were cancelled and cashed out according to the merger formula. This is routine merger-related disposition activity and should be read as transactional/contractual rather than an independent buy or sell decision by the director.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1]2026-04-01−44,028→ 0 total - Disposition to Issuer
Stock Options
[F3][F2]2026-03-30−106,959→ 0 totalExercise: $11.54Exp: 2032-08-26→ Common 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.