Yoh Caren C 4
4 · FLUSHING FINANCIAL CORP · Filed Jun 2, 2026
Research Summary
AI-generated summary of this filing
Flushing Financial (FFIC) Director Yoh Caren C Sells Shares
What Happened
- Yoh Caren C, a director of Flushing Financial Corp (FFIC), had two dispositions on June 1, 2026: 56,685 shares and 4,800 shares of FFIC common stock (total 61,485 shares). Prices are reported as N/A because the transactions were dispositions pursuant to the Merger Agreement with OceanFirst Financial Corporation (OCFC) and closed on June 1, 2026.
- Under the Merger Agreement each FFIC share was converted into the right to receive 0.85 shares of OCFC common stock (fractional shares paid in cash). As a result of the merger, the reporting person no longer beneficially owns any FFIC common stock.
Key Details
- Transaction date: 2026-06-01; Form 4 filed 2026-06-02 (filed the day after the effective date).
- Dispositions: 56,685 shares and 4,800 shares (total 61,485); per-share price not reported (conversion under merger).
- Consideration: 0.85 OCFC share per FFIC share at the Effective Time; fractional shares paid in cash (Merger closed 6/1/2026).
- Shares owned after transaction: zero FFIC common shares (see footnote F3).
- Related notes: previously unvested FFIC RSUs were converted into service-based RSUs in OCFC shares on a 0.85-to-1 basis (rounded down) and remain subject to original terms (footnotes F1, F4).
Context
- These were corporate-merger conversions (dispositions to the issuer under the Merger Agreement), not open-market sales. Such filings reflect the mechanics of the merger (share-for-share conversion and cash-out of fractions) rather than an independent insider decision to sell.
Insider Transaction Report
Form 4
Yoh Caren C
Director
Transactions
- Disposition to Issuer
Common Stock
[F1][F2][F3]2026-06-01−56,685→ 0 total - Disposition to Issuer
Common Stock
[F4][F2][F3]2026-06-01−4,800→ 0 total
Footnotes (4)
- [F1]Excludes the shares of Issuer common stock underlying previously unvested restricted stock units (Issuer RSUs) referenced in footnotes 4.
- [F2]Disposed of pursuant to the Agreement and Plan of Merger, dated December 29, 2025, by and among Issuer, OceanFirst Financial Corporation (OCFC), and Apollo Merger Sub Corp. (the Merger Agreement). Pursuant to the terms of the Merger Agreement, at the effective time (the Effective Time) of the merger between Issuer and Apollo Merger Sub Corp. (the Merger), each share of Issuer common stock issued and outstanding immediately prior to the Effective Time was converted into the right to receive 0.85 shares of OCFC common stock (the Merger Consideration). All fractional shares were paid in cash. The Merger closed on June 1, 2026.
- [F3]As a result of the Merger, the Reporting Person no longer beneficially owns, directly or indirectly, any shares of Issuer common stock.
- [F4]Represents previously unvested Issuer RSUs awarded after the date of the Merger Agreement that, pursuant to the Merger Agreement, at the Effective Time, were converted into service-based RSUs denominated in shares of OCFC common stock, on a 0.85-to-one basis (rounded down to the nearest whole share) (and which remained subject to the same terms and conditions applicable to such Issuer RSUs).
Signature
Signed by Russell A. Fleishman under POA by Caren Yoh|2026-06-02