Form 4: First of Long Island Corp. Executive Converts Holdings Following ConnectOne Bancorp Merger

A recent SEC Form 4 filing reveals that Christopher J. Hilton, SEVP of First of Long Island Corp., converted all his direct and indirect holdings of FLIC common stock and derivative securities into ConnectOne Bancorp, Inc. shares as part of the previously announced merger.

Summary

• Christopher J. Hilton, Senior Executive Vice President (SEVP) of First of Long Island Corp. (FLIC), reported the conversion of his beneficial ownership in FLIC securities.
• The transactions occurred on June 1, 2025, which is the effective date of the merger between First of Long Island Corp. 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, with cash in lieu of fractional shares.
• Hilton disposed of 14,594 shares of FLIC common stock held directly and 33,663 shares held indirectly through an IRA, totaling 48,257 shares, all converted into ConnectOne Bancorp shares.
• Performance-based restricted stock units (PSUs) totaling 5,662 units, originally granted on January 1, 2024, vested at target level at the effective time of the merger and were exchanged for the Per Share Stock Consideration.
• Unvested Restricted Stock Units (RSUs) totaling 3,269 and 5,663 units also fully vested and were exchanged for the Per Share Stock Consideration at the effective time of the merger.
• Following these transactions, Christopher J. Hilton holds zero direct and zero indirect beneficial ownership of First of Long Island Corp. common stock or derivative securities, as all have been converted into ConnectOne Bancorp, Inc. shares.

Sentiment

Score: 7

Explanation: The sentiment is positive as it confirms the successful completion of a merger, which typically aims to create shareholder value. The vesting of executive equity awards also indicates a positive outcome for the reporting person. There are no negative surprises or delays reported.

Positives

• The merger's completion indicates a successful strategic transaction for First of Long Island Corp. and its shareholders, including executives.
• Performance-based restricted stock units (PSUs) vested at target level, indicating that performance conditions were met or waived due to the merger, benefiting the executive.
• All unvested Restricted Stock Units (RSUs) fully vested upon the merger, accelerating the realization of equity compensation for the executive.

Negatives

• The filing does not present any negative outcomes; it reports the expected conversion of securities due to a merger.

Risks

• The document itself, being a Form 4, does not detail specific risks. However, the underlying merger transaction would have involved typical integration risks, market risks, and operational risks, which are not elaborated upon in this filing.

Future Outlook

The document primarily reports past transactions related to a completed merger and does not provide forward-looking statements or guidance regarding the future performance of ConnectOne Bancorp, Inc. or the combined entity.

Industry Context

This filing reflects the finalization of a merger within the banking sector, where First of Long Island Corp. has been acquired by ConnectOne Bancorp, Inc. Such consolidation is a common trend in the financial services industry, driven by factors like economies of scale, increased regulatory burden, and the pursuit of expanded market share or operational efficiencies. The conversion of shares indicates the successful integration or closing of the transaction, impacting the ownership structure for former FLIC shareholders.

Comparison to Industry Standards

• The conversion ratio of 0.5175 shares of ConnectOne Bancorp, Inc. for each FLIC share is specific to this merger agreement and would need to be evaluated against the pre-merger valuations and premiums typically observed in similar regional bank acquisitions.
• The vesting of performance-based and unvested restricted stock units upon merger completion is a standard provision in many corporate change-of-control clauses, designed to ensure executive alignment and retention through the transaction process.
• The reporting of these transactions via a Form 4 filing is standard regulatory compliance for insiders following a material change in beneficial ownership, such as a merger.

Stakeholder Impact

• Shareholders of First of Long Island Corp. have had their shares converted into ConnectOne Bancorp, Inc. shares, impacting their future investment performance based on the combined entity.
• Employees of First of Long Island Corp. may experience changes in their roles, reporting structures, or benefits as part of the integration with ConnectOne Bancorp, Inc.

Next Steps

• Former shareholders of First of Long Island Corp. will now hold shares in ConnectOne Bancorp, Inc. and should monitor the performance of the combined entity.
• ConnectOne Bancorp, Inc. will proceed with the integration of First of Long Island Corp.'s operations and assets.

Key Dates

Recommendation

Keywords

SEC Form 4, Insider Trading, Merger, First of Long Island Corp., FLIC, ConnectOne Bancorp Inc., Stock Conversion, Restricted Stock Units, Performance Stock Units, Executive Compensation, Share Disposal, Beneficial Ownership