Shaw Jonathan M. 4
4 · Blue Foundry Bancorp · Filed Apr 1, 2026
Research Summary
AI-generated summary of this filing
Blue Foundry (BLFY) Director Jonathan M. Shaw Sells Shares
What Happened Jonathan M. Shaw, a director of Blue Foundry Bancorp (BLFY), reported dispositions totaling 176,221 shares related to the company's merger with Fulton Financial Corporation. The filing shows disposals on 2026-04-01 of 45,808; 14,238; 9,100; and 116 shares (to the issuer), and a 2026-03-30 disposition of 106,959 derivative shares. Prices are listed as N/A in the filing. These were merger-related conversions/cancellations rather than open-market sales.
Key Details
- Transaction dates: 2026-03-30 (106,959 derivative shares) and 2026-04-01 (four dispositions totaling 69,262 shares).
- Reported total disposed: 176,221 shares (106,959 derivative + 69,262 common).
- Price / proceeds: Not reported (N/A) in the Form 4 for the equity disposals.
- Shares owned after the transactions: Not specified in the provided details.
- Relevant footnotes from the filing:
- F1: Each outstanding Blue Foundry share was converted into the right to receive 0.650 shares of Fulton common stock (cash paid in lieu of fractional shares).
- F3: All outstanding options were cancelled and converted into cash equal to (per-share consideration $13.6435 minus exercise price) × number of option shares, less applicable taxes/withholdings.
- F2 (context): Options vesting schedule noted historically (20% per year from Aug 26, 2023).
- Filing timeliness: Form filed 2026-04-01 for a report period ending 2026-03-30; no late filing flag indicated in the provided data.
Context These dispositions are tied to the Merger Agreement with Fulton Financial, not typical insider open-market sales. Common shares were converted into Fulton stock at a 0.65 exchange ratio (with cash for fractional shares), and option/derivative holdings were generally cashed out per the merger terms (F3), with payouts net of taxes/withholdings. Such merger-related conversions are procedural and reflect deal consideration rather than an independent directional trade by the insider.
Insider Transaction Report
- Disposition to Issuer
Common Stock
[F1]2026-04-01−45,808→ 0 total - Disposition to Issuer
Common Stock
[F1]2026-04-01−14,238→ 0 total(indirect: By IRA) - Disposition to Issuer
Common Stock
[F1]2026-04-01−9,100→ 0 total(indirect: By Spouse) - Disposition to Issuer
Common Stock
[F1]2026-04-01−116→ 0 total(indirect: By Children) - Disposition to Issuer
Stock Options
[F3][F2]2026-03-30−106,959→ 0 totalExercise: $11.54Exp: 2032-08-26→ Common Stock (106,959 underlying)
Footnotes (3)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of November 24, 2025 (the "Merger Agreement"), by and between the Issuer and Fulton Financial Corporation, each issued and outstanding share of Issuer common stock was converted into the right to receive 0.650 shares of Fulton Financial Corporation common stock (subject to the payment of cash in lieu of fractional shares).
- [F2]Stock options vest at a rate of 20% per year commencing on August 26, 2023.
- [F3]In accordance with the Merger Agreement, each option to acquire common stock of the Issuer that is outstanding immediately prior to the effective time of the merger (whether vested or unvested), was cancelled and converted into the right to receive a cash payment, less applicable taxes and other withholdings, equal to the difference between the exercise price of the option and the per share consideration price ($13.6435), multiplied by the number of shares subject to such option.