$FFIC·8-K

FLUSHING FINANCIAL CORP · Apr 6, 7:33 PM ET

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FLUSHING FINANCIAL CORP 8-K

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Flushing Financial Corp Announces Merger With OceanFirst; Stockholder Vote Approved

What Happened
Flushing Financial Corp (FFIC) filed an 8‑K (Apr 7, 2026) reporting that its stockholders approved the merger agreement with OceanFirst. Under the merger terms, each outstanding Flushing share is to be converted into 0.85 shares of OceanFirst common stock (plus cash in lieu of fractional shares). The filing states 33,883,626 Flushing shares were outstanding as of the Feb 20, 2026 record date and 24,770,958 shares were represented at the Special Meeting. A joint press release announcing the vote results was issued Apr 6, 2026.

Key Details

  • Flushing Merger Proposal vote: 24,102,136 FOR; 628,640 AGAINST; 40,182 abstentions (out of 24,770,958 shares represented).
  • Conversion ratio: each Flushing share converts into 0.85 OceanFirst shares (plus cash for fractions).
  • Flushing Compensation Proposal (non‑binding advisory): 12,435,187 FOR; 12,222,100 AGAINST; 113,671 abstentions — a close, but passing, advisory vote.
  • OceanFirst held its special meeting on Apr 2, 2026; joint press release dated Apr 6, 2026 attached as Exhibit 99.1.

Why It Matters
The merger approval is a material corporate transaction: Flushing shareholders have authorized the merger terms and the 0.85 exchange ratio, moving the deal forward toward closing. Investors should note the advisory compensation vote passed narrowly (it is non‑binding), and the transaction remains subject to customary closing conditions and regulatory approvals described in the filing and the S‑4/proxy materials. Review the joint proxy statement/prospectus and related SEC filings for details, timelines, and the risk factors affecting completion and post‑closing results.

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