UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): ~~May~~June 1518, 2025

BLUE FOUNDRY BANCORP

(Exact Name of Registrant as Specified in its Charter)


Delaware	001-40619	86-2831373
(State or Other Jurisdiction)	(Commission File No.)	(I.R.S. Employer
of Incorporation)		Identification No.)

19 Park Avenue, Rutherford, New Jersey		07070
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (201) 939-5000

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

BLFY

The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 58.~~07 Submission~~01 Other ~~of Matters to a Vote of Security Holders~~Events

~~The~~On ~~Annual~~June ~~Meeting~~23, of2025, ~~Shareholders of~~ Blue Foundry Bancorp (the “Company”) ~~was~~issued ~~held~~a onpress ~~May~~release ~~15,~~announcing ~~2025.~~the ~~There~~authorization ~~were~~and ~~outstanding,~~adoption as of the ~~close~~Company's ofsixth ~~business~~repurchase onprogram ~~March~~to ~~24,~~repurchase ~~2025~~up ~~(the~~to ~~record date for the annual meeting)~~1, 22082,~~096,649,~~533 shares of ~~Common~~its ~~Stock~~common ~~of the Company~~stock, ~~each~~which ~~entitled~~is toapproximately one vote per share, constituting the only class of shares entitled to vote at the meeting. There were present at the meeting, either in person or by valid proxy, the holders of 19,539,598 shares, or 88.425%, of ~~the~~its ~~Company,~~outstanding ~~constituting~~common ~~a quorum~~stock. The ~~final~~program ~~results~~commenced ~~of the vote~~ on ~~each~~June ~~matter~~20, ~~submitted to a vote of shareholders are as follows:~~ 2025.

~~1.The~~Shares ~~following~~of ~~individuals~~Company ~~were~~common ~~elected~~stock asmay ~~directors~~be ofrepurchased ~~the~~in ~~Company~~open ~~for~~market ~~two-year~~or ~~terms~~private transactions, through block trades, or ~~until~~pursuant ~~their~~to ~~successors~~any ~~are~~trading ~~duly~~plan ~~elected~~that ~~and~~may ~~qualified,~~be byadopted in accordance with Rule 10b5-1 of the ~~following~~Securities ~~vote:~~and Exchange Commission. The new repurchase program has no expiration date.

	For	Withhold	Broker Non-Votes
Elizabeth Varki Jobes	14,817,383	1,464,801	3,257,414
Patrick H. Kinzler	14,721,582	1,560,602	3,257,414
Mirella Lang	14,803,078	1,479,106	3,257,414
James D. Nesci	14,653,720	1,628,464	3,257,414

The timing and amount of share repurchases under the new repurchase program may be suspended, terminated or modified by the Company at any time for any reason, including market conditions, the cost of repurchasing shares, the availability of alternative investment opportunities, liquidity and other factors deemed appropriate. These factors may also affect the timing and amount of share repurchases. The Company is not obligated to repurchase any particular number of shares or any shares in any specific time period.

~~2. The~~A ~~appointment~~copy of ~~KPMG~~the ~~LLP~~press torelease ~~serve~~announcing as the ~~Company’s~~stock ~~independent~~repurchase ~~registered~~program ~~public~~is ~~accounting~~included ~~firm~~as ~~for~~exhibit ~~the~~99.1 ~~fiscal~~to ~~year~~this ~~ending~~report ~~December~~and ~~31,~~is ~~2025,~~incorporated ~~was~~herein ~~ratified~~ by ~~the following vote:~~reference.

						For						Against						Abstentions
						18,716,031						281,923						541,644

Item 9.01 Financial Statements and Exhibits

3.(a) ~~The~~Financial ~~shareholder~~Statements ~~non-binding proposal recommending sale or merger~~ of ~~the~~Businesses ~~Company~~Acquired. ~~was~~Not ~~not approved by the following vote:~~applicable.

For						Against						Abstentions						Broker Non-Votes
2,224,355						13,813,797						244,032						3,257,414

(b) Pro Forma Financial Information. Not applicable.

(d) Exhibits.


99.1			Press release issued by the Company on June 23, 2025 announcing the adopt ion of a new stock repurchase program
104			Cover Page Interactive Data File (embedded within the inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

	Blue Foundry Bancorp
DATE: May 19, 2025	By:	/s/ James D. Nesci
DATE: June 23, 2025	By:	/s/ James D. Nesci
		James D. Nesci
		President and Chief Executive Officer

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