Azarian Michael A 4

What Happened

• Michael A. Azarian, a director of Flushing Financial Corp. (FFIC), disposed of a total of 48,091 FFIC shares (43,291 + 4,800) on June 1, 2026. The dispositions were made pursuant to the Agreement and Plan of Merger with OceanFirst Financial Corporation and the merger closed on June 1, 2026. Under the merger each FFIC share was converted into the right to receive 0.85 shares of OCFC common stock (with fractional shares paid in cash). The reporting person no longer beneficially owns any FFIC common stock after the transaction.

Key Details

• Transaction date: June 1, 2026. Filing date: June 2, 2026 (filed next day; no late filing indicated).
• Transaction type/code: Disposition to the issuer under the Merger (reported as D).
• Shares disposed: 43,291 and 4,800 (total 48,091). Price: N/A (conversion under merger terms). Conversion: 0.85 OCFC share per FFIC share; fractional shares paid in cash.
• Shares owned after transaction: 0 (per filing footnote).
• Footnotes: RSUs awarded after the merger agreement were accelerated, vested, and converted into OCFC shares on the same 0.85-to-1 basis (rounded down to whole shares); previously unvested RSUs are excluded from FFIC share counts referenced elsewhere in the filing.

Context

• This was not an open-market sale but a corporate action tied to the merger: FFIC shares were converted into OceanFirst (OCFC) consideration. That means the transaction reflects merger consideration mechanics rather than a voluntary sale signaling sentiment. Approximately 48,091 FFIC shares would convert to about 40,877 OCFC shares at the 0.85 exchange ratio, with cash paid for any fractional shares.