Kinzler Patrick H. 4

4 · Blue Foundry Bancorp · Filed Apr 1, 2026

AI-generated summary of this filing

Updated Apr 1, 2026

Blue Foundry (BLFY) Director Patrick Kinzler Sells 193,072 Shares

What Happened

Patrick H. Kinzler, a director of Blue Foundry Bancorp (BLFY), reported dispositions totaling 193,072 shares of BLFY common stock. The transactions were reported as “Disposition to the issuer” (code D) on 2026-03-30 and 2026-04-01.
Specific disposals: 77,911; 4,853; 3,349; and a derivative disposition of 106,959 shares (total = 193,072). Reported per-share trade prices are N/A because these were not open-market sales but transactions tied to the merger and option-cancellation mechanics.

Key Details

Transaction dates: 2026-03-30 (derivative disposition) and 2026-04-01 (other dispositions). Filing date: 2026-04-01.
Price/consideration: direct share conversions are reported as N/A. Per the Merger Agreement, each BLFY share was converted into the right to receive 0.650 shares of Fulton Financial Corporation common stock (cash in lieu for fractions). For outstanding options, the filing notes a cash payment formula using a per-share consideration price of $13.6435 (see footnote F3).
Shares owned after the transaction: not stated on the provided filing excerpt; after the merger most BLFY shares were converted into Fulton shares or cashed out per the agreement.
Notable footnotes from the filing:
- F1: Merger Agreement — each BLFY share converted into 0.650 Fulton shares (cash for fractional shares).
- F2: Stock options vest 20% per year beginning Aug 26, 2023.
- F3: All outstanding options (vested or unvested) were cancelled and converted into a cash payout equal to (exercise price difference) × (per-share consideration $13.6435) × (number of option shares), less taxes/withholdings.
Timeliness: Filing appears timely (reported 2026-04-01 for transactions on 2026-03-30 and 2026-04-01); no late filing indicator shown.

Context

These dispositions are merger-related (conversion of common shares into Fulton shares and cash) and an option cancellation payout — not routine open-market selling by the insider. The derivative line (106,959) reflects cancelled options/derivative instruments settled per the merger terms and converted to cash under the formula in F3.
For investors, merger-driven dispositions typically reflect contract settlement mechanics rather than a director taking a market view; the filing documents the conversion and cash-out mechanics rather than indicating opportunistic trading.

Form 4Exit

Period: 2026-03-30

Director

Transactions

Disposition to Issuer
Common Stock
[F1]
2026-04-01−77,911→ 0 total
Disposition to Issuer
Common Stock
[F1]
2026-04-01−4,853→ 0 total(indirect: By IRA)
Disposition to Issuer
Common Stock
[F1]
2026-04-01−3,349→ 0 total(indirect: By IRA)
Disposition to Issuer
Stock Options
[F3][F2]
2026-03-30−106,959→ 0 total
Exercise: $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.

Signature

/s/ Mary M. Russell, pursuant to Power of Attorney|2026-04-01

1 file