Form 4: FFIC Executive's Equity Transactions Detailed
Insider Transaction Report
Flushing Financial Corp's SEVP, Francis W. Korzekwinski, reported recent equity transactions including new RSU and PRSU grants, alongside the non-vesting of prior performance-based awards.
Summary
- Francis W. Korzekwinski, Senior Executive Vice President (SEVP) of Flushing Financial Corp, reported several equity transactions.
- On January 26, 2026, 480 shares of Common Stock were disposed of at a price of $16.1 per share to satisfy tax obligations upon vesting.
- Following this transaction, direct beneficial ownership of Common Stock was 74,913 shares.
- On January 27, 2026, 7,040 shares of Common Stock were acquired through a grant of Restricted Stock Units (RSUs), which will cliff vest at the end of a three-year period.
- Also on January 27, 2026, 8,300 Performance Restricted Stock Units (PRSUs) from a January 26, 2023 grant did not vest because performance criteria were not met.
- Concurrently, 7,040 new PRSUs were granted at a target level, which will cliff vest at the end of a three-year performance period if specific performance metrics are achieved.
- After these transactions, direct beneficial ownership of Common Stock increased to 81,953 shares, and indirect beneficial ownership in a 401(k) plan was 108,278 shares.
Sentiment
Score: 4
Explanation: The sentiment is mixed to slightly negative. While new equity grants are positive, the non-vesting of a significant number of prior performance-based awards due to unmet criteria is a notable negative, indicating underperformance against specific targets.
Positives
- The SEVP received a grant of 7,040 Restricted Stock Units (RSUs) on January 27, 2026, which will vest in three years.
- A new grant of 7,040 Performance Restricted Stock Units (PRSUs) was issued on January 27, 2026, offering future equity potential if performance targets are met.
Negatives
- 8,300 Performance Restricted Stock Units (PRSUs) from a January 26, 2023 grant did not vest due to performance criteria not being met.
- 480 shares of Common Stock were withheld to cover tax obligations related to vesting, reducing the executive's direct holdings.
Risks
- Future vesting of the newly granted 7,040 PRSUs is contingent on achieving specific performance metrics over a three-year period, similar to the prior PRSUs that did not vest.
- The non-vesting of previous PRSUs highlights the risk that performance targets may not always be met, impacting executive compensation and potentially signaling challenges in achieving company goals.
Future Outlook
The SEVP's future equity compensation is tied to the vesting of 7,040 RSUs and 7,040 PRSUs over a three-year period, with the PRSUs contingent on achieving specific performance metrics.
Industry Context
These transactions reflect standard executive compensation practices within the financial services industry, involving a mix of time-based (RSU) and performance-based (PRSU) equity awards designed to align executive incentives with long-term shareholder value and company performance.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Plan Disclosure | The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). | N/A | Indicates a pre-arranged trading plan, which enhances transparency and mitigates concerns about insider trading based on material non-public information. |
Stakeholder Impact
- Shareholders: The non-vesting of PRSUs indicates that certain performance targets were not met, which could be a concern regarding company operational or financial performance. New grants align executive incentives with future performance.
- Employees: The compensation structure for senior executives, including performance-based awards, sets a precedent for the broader employee compensation philosophy.
- Management: The SEVP's compensation is directly impacted by company performance, reinforcing accountability.
Next Steps
- The newly granted 7,040 RSUs are expected to cliff vest at the end of a three-year period.
- The newly granted 7,040 PRSUs are expected to cliff vest at the end of a three-year performance period, contingent on achieving specific performance metrics.
Key Dates
| Date | Description |
|---|---|
| 01/26/2023 | Original grant date for Performance Restricted Stock Units (PRSUs) that subsequently did not vest. |
| 01/26/2026 | Date of disposition of 480 Common Stock shares to satisfy tax withholding upon vesting. |
| 01/27/2026 | Date of RSU grant, non-vesting of prior PRSUs, and new PRSU grant. |
| 01/28/2026 | Date the Form 4 was signed by Russell A. Fleishman under Power of Attorney for Francis W. Korzekwinski. |
Keywords
FLUSHING FINANCIAL CORP, FFIC, Form 4, Insider Transaction, Executive Compensation, Restricted Stock Units, Performance Restricted Stock Units, Equity Grant, Beneficial Ownership, Corporate Governance
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