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Blue Foundry (BLFY) SVP stock and options cancelled in Fulton merger

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Blue Foundry Bancorp SVP Chief Audit Officer Thomas Packwood disposed of his entire reported equity position in connection with the company’s merger with Fulton Financial Corporation. He returned 11,600 shares of common stock held directly to the issuer and disposed of 11,241 shares held indirectly through an ESOP and 5,000 shares held indirectly through a 401(k) plan.

In addition, 55,000 stock options with a per share exercise price of $11.6900 were cancelled and converted into a cash payment based on the merger consideration price of $13.6435 per share. Under the merger agreement, each Blue Foundry common share was converted into the right to receive 0.650 shares of Fulton Financial Corporation common stock, with cash paid in lieu of fractional shares. Following these transactions, the filing shows no remaining common stock or options for Packwood in Blue Foundry.

Positive

  • None.

Negative

  • None.
Insider Packwood Thomas
Role SVP Chief Audit Officer
Type Security Shares Price Value
Disposition Common Stock 11,600 $0.00 --
Disposition Common Stock 11,241 $0.00 --
Disposition Common Stock 5,000 $0.00 --
Disposition Stock Options 55,000 $0.00 --
Holdings After Transaction: Common Stock — 0 shares (Direct); Common Stock — 0 shares (Indirect, By ESOP); Stock Options — 0 shares (Direct)
Footnotes (1)
  1. 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). Stock options vest ratably for seven years commencing on October 19, 2023. 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.
Direct common shares disposed 11,600 shares Disposition to issuer on 2026-04-01
ESOP shares disposed 11,241 shares Indirect ownership "By ESOP" disposed on 2026-04-01
401(k) shares disposed 5,000 shares Indirect ownership "By 401(k)" disposed on 2026-04-01
Stock options cancelled 55,000 options Options on common stock disposed to issuer on 2026-03-30
Option exercise price $11.6900 per share Exercise price of cancelled stock options
Merger consideration price $13.6435 per share Per share consideration used to cash out options
Share exchange ratio 0.650 shares Fulton Financial shares per Blue Foundry share
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger, dated as of November 24, 2025"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
per share consideration price financial
"the per share consideration price ($13.6435), multiplied by the number of shares"
Stock options financial
"Stock options vest ratably for seven years commencing on October 19, 2023."
Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.
ESOP financial
"nature_of_ownership": "By ESOP""
An Employee Stock Ownership Plan (ESOP) is a program that gives employees ownership shares in their company, often as part of their benefits package. It acts like a company-sponsored savings plan, allowing workers to have a stake in the company's success, which can boost motivation and loyalty. For investors, ESOPs can influence company decisions and stock value, making them an important aspect of corporate ownership and governance.
401(k) financial
"nature_of_ownership": "By 401(k)""
A 401(k) is a type of retirement savings plan offered by employers that allows workers to set aside a portion of their paycheck before taxes are taken out. The money saved in a 401(k) can grow over time through investments, helping individuals build funds for their future retirement. It matters to investors because it provides a tax-advantaged way to save and invest for long-term financial security.
effective time of the merger regulatory
"outstanding immediately prior to the effective time of the merger (whether vested or unvested), was cancelled"
The effective time of the merger is the exact moment when a planned combination of two companies legally takes effect, usually specified in the merger agreement and reflected by the formal filing or timestamp. For investors, it is the point when ownership, voting rights, financial reporting and control shift—like a light switch flipping that joins two rooms into one—so it determines when shares convert, who controls corporate decisions and which results appear in financial statements.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
X
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Packwood Thomas

(Last)(First)(Middle)
19 PARK AVENUE

(Street)
RUTHERFORD NEW JERSEY 07070

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Blue Foundry Bancorp [ BLFY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP Chief Audit Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock04/01/2026D11,600D(1)0D
Common Stock04/01/2026D11,241D(1)0IBy ESOP
Common Stock04/01/2026D5,000D(1)0IBy 401(k)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options$11.6903/30/2026D55,000 (2)10/19/2032Common Stock55,000(3)0D
Explanation of Responses:
1. 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).
2. Stock options vest ratably for seven years commencing on October 19, 2023.
3. 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.
Remarks:
/s/ Mary M. Russell, pursuant to Power of Attorney04/01/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Blue Foundry (BLFY) SVP Thomas Packwood report?

Thomas Packwood reported disposing of all reported Blue Foundry equity interests. He returned 11,600 directly held shares, and shares held via an ESOP and 401(k), and had 55,000 stock options cancelled for cash under the merger terms.

How many Blue Foundry (BLFY) shares did the SVP dispose of in total?

The filing shows dispositions of 11,600 common shares held directly, 11,241 shares held through an ESOP, and 5,000 shares held through a 401(k). All were recorded as dispositions to the issuer in connection with the merger with Fulton Financial Corporation.

What happened to Thomas Packwood’s Blue Foundry (BLFY) stock options?

Packwood had 55,000 stock options, exercisable at $11.6900 per share, cancelled under the merger agreement. Each option was converted into a cash payment equal to the difference between the exercise price and the $13.6435 per share merger consideration, multiplied by option shares.

What are the merger terms affecting Blue Foundry (BLFY) common stock?

Under the merger agreement between Blue Foundry and Fulton Financial Corporation, each issued and outstanding Blue Foundry common share was converted into the right to receive 0.650 Fulton Financial common shares, with cash paid in lieu of any fractional share amounts received.

Does the Form 4 show any remaining Blue Foundry (BLFY) holdings for the SVP?

The Form 4 reports zero shares of Blue Foundry common stock and zero related stock options following the transactions. This indicates that, after the merger-related dispositions and option cancellation, no Blue Foundry equity remains reported for Thomas Packwood in this filing.

How did the merger impact Blue Foundry (BLFY) equity awards held by insiders?

The footnotes state that each Blue Foundry stock option outstanding immediately before the merger, whether vested or unvested, was cancelled. Each was converted into a cash payment based on the spread between the option’s exercise price and the $13.6435 per share merger consideration.
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Banks - Regional
Savings Institutions, Not Federally Chartered
Link
United States
RUTHERFORD