Form 4: EVP Fasanella Sells NFBK Shares for Tax Obligations

Northfield Bancorp EVP David Fasanella sold shares to cover tax liabilities from equity award vesting, maintaining significant beneficial ownership.

Summary

• David Fasanella, EVP of Northfield Bancorp, Inc. (NFBK), reported changes in beneficial ownership.
• On January 24, 2026, Fasanella disposed of 1,535 shares of common stock at $11.89 per share.
• On January 26, 2026, Fasanella disposed of an additional 1,180 shares of common stock at $11.89 per share.
• These sales were made to satisfy tax obligations related to the vesting of an equity award.
• Following these transactions, Fasanella directly owns 51,270 shares and indirectly owns 4,000 shares in a Roth IRA, 8,106.53 shares in an ESOP, and 2,340.02 shares in a 401(k).

Sentiment

Score: 6

Explanation: The transaction is neutral to slightly positive. While it's a sale, it's for tax purposes related to equity vesting, not a discretionary sale indicating a lack of confidence. The executive retains significant holdings.

Positives

• The sales were non-discretionary, specifically to cover tax obligations from equity award vesting, indicating a pre-planned event rather than a negative outlook on the company.
• David Fasanella retains significant direct and indirect beneficial ownership in Northfield Bancorp, Inc.

Negatives

• A reduction in direct beneficial ownership by 2,715 shares (1,535 + 1,180) due to tax-related sales.

Future Outlook

N/A

Industry Context

This is a routine insider transaction for tax purposes upon equity award vesting, common across industries for executives receiving stock-based compensation.

Stakeholder Impact

• Shareholders: Minor reduction in direct insider ownership, but the reason (tax obligations) is routine and not indicative of a negative outlook from management.
• Employees: No direct impact mentioned.

Key Dates

Recommendation

The filing details a routine, non-discretionary sale of shares by an executive to cover tax obligations associated with equity award vesting. This type of transaction does not typically signal a change in the company's fundamentals or the executive's long-term confidence. The executive retains substantial direct and indirect ownership. Therefore, the filing itself does not provide a basis for a change in investment thesis, warranting a 'hold' recommendation.

Keywords

Northfield Bancorp, NFBK, David Fasanella, SEC Form 4, Insider Trading, Equity Award, Tax Obligations, Beneficial Ownership, Stock Sale