Form 4: First of Long Island Corp CFO Converts Shares and RSUs Following ConnectOne Bancorp Merger
Insider Ownership Change (Merger Related)
Janet T. Verneuille, SEVP and CFO of First of Long Island Corp, reported the conversion of her common stock, performance-based restricted stock units (PSUs), and restricted stock units (RSUs) into ConnectOne Bancorp, Inc. common stock as a result of the previously announced merger.
Summary
- Janet T. Verneuille, SEVP and CFO of First of Long Island Corp (FLIC), filed a Form 4 detailing changes in her beneficial ownership of FLIC securities.
- The reported transactions occurred on June 1, 2025, coinciding with the effective time of the merger between FLIC and ConnectOne Bancorp, Inc.
- Pursuant to the Merger Agreement dated September 4, 2024, each outstanding share of FLIC common stock was converted into the right to receive 0.5175 shares of ConnectOne Bancorp, Inc. common stock.
- Ms. Verneuille's 33,788 direct shares of FLIC common stock and 1,000 indirect shares held in an IRA were disposed of (converted) into ConnectOne Bancorp, Inc. common stock.
- Performance-based restricted stock units (PSUs) totaling 5,815, originally granted on January 1, 2024, vested at target level and were exchanged for the Per Share Stock Consideration.
- Unvested Restricted Stock Units (RSUs) totaling 3,320 and 5,816 fully vested at the effective time of the merger and were also exchanged for the Per Share Stock Consideration.
Sentiment
Score: 7
Explanation: The sentiment is neutral to positive. It's a routine regulatory filing reporting the expected outcome of a merger, which typically implies a strategic move for the companies involved. The vesting of executive equity awards is a positive for the reporting person.
Positives
- The vesting of performance-based restricted stock units (PSUs) at target level and the full vesting of unvested restricted stock units (RSUs) indicate successful achievement of conditions tied to the merger, benefiting the executive.
- The conversion of FLIC shares into ConnectOne Bancorp, Inc. shares provides liquidity and a clear path for the executive's equity holdings post-merger.
Negatives
- The filing itself does not present explicit negatives, as it reports the expected outcome of a pre-announced merger.
Risks
- The document does not explicitly mention new risks; however, the completion of a merger inherently involves integration risks, potential for cultural clashes, and the risk of not realizing anticipated synergies, though these are not detailed in this specific Form 4 filing.
Future Outlook
This Form 4 filing primarily reports past transactions related to a completed merger and does not provide forward-looking statements or guidance regarding the combined entity's future performance or strategic direction.
Management Comments
- The filing is a standard regulatory disclosure and does not contain direct quotes or paraphrased statements from management beyond the factual reporting of transactions.
Industry Context
This filing reflects the finalization of a merger within the regional banking sector, a trend observed as smaller banks consolidate to achieve scale, enhance competitiveness, and navigate regulatory complexities. The conversion of shares signifies the integration of First of Long Island Corp into ConnectOne Bancorp, Inc., impacting the competitive landscape in the Long Island and broader New York/New Jersey metropolitan banking markets.
Comparison to Industry Standards
- The conversion ratio of 0.5175 shares of ConnectOne Bancorp, Inc. common stock for each FLIC share is specific to this merger agreement and would be compared against other recent bank mergers to assess the valuation and premium paid, such as the acquisition of Sterling Bancorp by Webster Financial Corporation (0.4568x exchange ratio) or the acquisition of Provident Financial Holdings by First Financial Northwest, Inc. (0.439x exchange ratio).
- The vesting of performance-based and unvested restricted stock units upon merger completion is a common provision in executive compensation plans for M&A events, designed to align executive incentives with shareholder value creation during a transaction.
Stakeholder Impact
- Shareholders of First of Long Island Corp have had their shares converted into ConnectOne Bancorp, Inc. common stock, impacting their future investment exposure.
- Employees, including the reporting CFO, have had their equity compensation converted or vested as per the merger agreement, affecting their personal holdings and potentially their future compensation structure within the combined entity.
Next Steps
- The reporting person's future beneficial ownership will be in ConnectOne Bancorp, Inc. shares, and any subsequent transactions will be reported under ConnectOne Bancorp, Inc.'s ticker.
Key Dates
| Date | Description |
|---|---|
| 2024-01-01 | Original grant date for performance-based restricted stock units (PSUs). |
| 2024-09-04 | Date of the Agreement and Plan of Merger between First of Long Island Corp and ConnectOne Bancorp, Inc. |
| 2025-06-01 | Transaction date for all reported conversions and dispositions, representing the effective time of the merger and the date of the filing. |
Keywords
SEC Form 4, Insider Trading, Merger, First of Long Island Corp, FLIC, ConnectOne Bancorp Inc, Executive Compensation, Stock Conversion, Restricted Stock Units, Performance Stock Units, Corporate Officer, CFO
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