Form 4: Director Acquires CLBK Phantom Stock

Columbia Financial Director Noel R. Holland acquired phantom stock units through a non-discretionary deferral plan.

Summary

• Director Noel R. Holland acquired 11.6246 shares of Columbia Financial, Inc. common stock at $14.33 per share on August 8, 2025.
• The acquisition was of phantom stock units, purchased on a non-discretionary basis by the trustee of the Columbia Bank Stock Based Deferral Plan, a non-qualified stock-based deferral plan.
• These phantom stock units will be settled in shares of stock upon distribution to the reporting person.
• Following this transaction, Holland beneficially owns 9,957.345 shares indirectly through the Stock-Based Deferral Plan.
• Additional beneficial holdings include 33,519 shares held directly, 46,280 shares indirectly via a SEP-IRA, and 3,207 shares indirectly via Stock Award IV.
• The 3,207 shares from Stock Award IV were granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan and vest on March 11, 2026.
• Holland also holds 83,294 fully vested and exercisable stock options with an exercise price of $15.6, granted on July 23, 2020, and expiring on July 23, 2029.

Sentiment

Score: 6

Explanation: The filing indicates a director's increased beneficial ownership through a non-discretionary plan, which is generally neutral to slightly positive as it aligns insider interests with shareholders, but it's not a discretionary buy signal.

Positives

• Director Noel R. Holland increased his beneficial ownership in Columbia Financial, Inc. through the acquisition of phantom stock, aligning his interests further with shareholders.
• The acquisition was part of a non-discretionary stock-based deferral plan, indicating a structured compensation or savings mechanism.
• Holland holds a significant number of fully vested stock options (83,294 shares) which could be exercised for future gains if the stock price rises above $15.6.

Negatives

• The acquisition of phantom stock was non-discretionary, meaning it was part of a pre-arranged plan rather than a direct, discretionary investment decision by the director at this specific time.

Future Outlook

No forward-looking statements or guidance are provided in this filing.

Industry Context

This filing is a routine insider transaction disclosure and does not provide broader industry context or trends.

Stakeholder Impact

• Shareholders: Increased alignment of director's interests with shareholders due to increased beneficial ownership.

Next Steps

• Settlement of phantom stock units in shares upon distribution to the reporting person.
• Vesting of 3,207 shares from the 2019 Equity Incentive Plan on March 11, 2026.
• Potential exercise of 83,294 stock options before their expiration on July 23, 2029.

Key Dates

Recommendation

This Form 4 filing details a routine, non-discretionary acquisition of phantom stock by a director as part of a compensation plan. While it increases the director's beneficial ownership, it does not represent a discretionary investment decision that would typically signal a strong buy or sell. The existing stock options are fully vested, but their exercise depends on future stock performance relative to the strike price. The filing provides no new fundamental information to alter an existing investment thesis, thus a 'hold' recommendation is appropriate.

Keywords

Columbia Financial, CLBK, Noel R. Holland, SEC Form 4, Insider Trading, Phantom Stock, Stock Options, Director Holdings, Equity Incentive Plan, Stock-Based Deferral Plan