Form 4: Director Sells BLFY Shares Post-Merger
Insider Transaction Report
Blue Foundry Bancorp Director Robert Thomas Goldstein disposed of all his common stock and stock options following the merger with Fulton Financial Corporation.
Summary
- Director Robert Thomas Goldstein reported changes in beneficial ownership of Blue Foundry Bancorp (BLFY) securities.
- The transactions occurred pursuant to the Agreement and Plan of Merger with Fulton Financial Corporation, dated November 24, 2025.
- Goldstein disposed of 39,283 shares of common stock held directly.
- An additional 27,887 shares held indirectly through a 401(k) plan were disposed of.
- 8,500 shares held indirectly through an IRA were also disposed of.
- All 106,959 stock options, with an exercise price of $11.54, were cancelled and converted into a cash payment.
- The cash payment for options was based on a per share consideration price of $13.6435, resulting in $2.1035 per option.
- Each outstanding share of BLFY common stock was converted into 0.650 shares of Fulton Financial Corporation common stock, with cash in lieu of fractional shares.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a positive outcome for the reporting person, as their equity and options were converted into cash or shares of the acquiring entity, indicating a successful completion of the merger for their holdings.
Positives
- The merger provided liquidity for the director's holdings.
- Stock options were 'in the money' (merger consideration price of $13.6435 exceeded the $11.54 exercise price), resulting in a cash payout for the director.
Negatives
- The director no longer holds any direct or indirect beneficial ownership in Blue Foundry Bancorp common stock or derivatives.
- Blue Foundry Bancorp has been acquired and ceases to exist as an independent publicly traded entity.
Future Outlook
NA
Industry Context
StockSavvy.ai notes that this Form 4 filing reflects the final stages of the acquisition of Blue Foundry Bancorp by Fulton Financial Corporation, a common occurrence in the banking sector as smaller regional banks are often acquired by larger institutions seeking to expand market share or achieve economies of scale. Such mergers typically lead to the delisting of the acquired entity and the conversion of its securities into those of the acquirer or cash.
Stakeholder Impact
- Shareholders: Blue Foundry Bancorp shareholders received consideration (cash or Fulton Financial Corporation shares) for their holdings as per the merger agreement.
- Employees: Employees holding stock options or shares would have their equity converted as per the merger terms.
- Company (Blue Foundry Bancorp): Ceases to exist as an independent publicly traded entity.
Next Steps
- The reporting person will now hold shares in Fulton Financial Corporation (if they received whole shares) or cash.
- Blue Foundry Bancorp common stock will cease to trade independently.
Key Dates
| Date | Description |
|---|---|
| 2023-08-26 | Commencement of 20% annual vesting for stock options. |
| 2025-11-24 | Date of the Agreement and Plan of Merger between Blue Foundry Bancorp and Fulton Financial Corporation. |
| 2026-03-30 | Transaction date for derivative securities (stock options) disposition. |
| 2026-04-01 | Transaction date for common stock disposition. |
| 2032-08-26 | Expiration date for stock options. |
Keywords
Blue Foundry Bancorp, BLFY, Fulton Financial Corporation, Merger, Acquisition, Form 4, Insider Transaction, Stock Options, Director, Beneficial Ownership
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