Blue Foundry (BLFY) CFO fully disposes shares and options in Fulton merger
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Blue Foundry Bancorp EVP and CFO Kelly Pecoraro reported dispositions of all her Blue Foundry equity interests in connection with the company’s merger with Fulton Financial Corporation.
She disposed of 41,663 shares of common stock held directly and 6,483 shares held indirectly through an ESOP. In addition, 177,000 stock options with a per share exercise price of $11.6900 were cancelled.
Under the Merger Agreement, each Blue Foundry common share was converted into the right to receive 0.650 shares of Fulton Financial common stock, while each outstanding option was converted into a cash payment based on the difference between the option’s exercise price and the per share consideration price of $13.6435. Following these transactions, no Blue Foundry shares or options are reported as held.
Positive
- None.
Negative
- None.
Insider Trade Summary
3 transactions reported
Mixed
3 txns
Insider
Pecoraro Kelly
Role
EVP and CFO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock | 41,663 | $0.00 | -- |
| Disposition | Common Stock | 6,483 | $0.00 | -- |
| Disposition | Stock Options | 177,000 | $0.00 | -- |
Holdings After Transaction:
Common Stock — 0 shares (Direct);
Common Stock — 0 shares (Indirect, By ESOP);
Stock Options — 0 shares (Direct)
Footnotes (1)
- 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.
Key Figures
Direct common shares disposed: 41,663 shares
Indirect ESOP shares disposed: 6,483 shares
Stock options cancelled: 177,000 options
+3 more
6 metrics
Direct common shares disposed
41,663 shares
Common Stock disposition on April 1, 2026
Indirect ESOP shares disposed
6,483 shares
Common Stock held by ESOP disposed on April 1, 2026
Stock options cancelled
177,000 options
Options on Common Stock disposed on March 30, 2026
Option exercise price
$11.6900 per share
Exercise price for cancelled stock options
Per share consideration price
$13.6435 per share
Merger consideration used to calculate option cash payments
Share exchange ratio
0.650 shares
Fulton Financial shares received per Blue Foundry share
Key Terms
Agreement and Plan of Merger, Merger Agreement, per share consideration price, ESOP, +1 more
5 terms
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.
Merger Agreement regulatory
"In accordance with the Merger Agreement, each option to acquire common stock"
A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.
ESOP financial
"transaction_shares 6483.0000 ... 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.
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.
FAQ
What did Blue Foundry (BLFY) CFO Kelly Pecoraro report in this Form 4?
She reported disposing of all Blue Foundry equity interests. This included 41,663 directly held common shares, 6,483 ESOP shares, and 177,000 stock options, all in connection with the merger into Fulton Financial Corporation.
What happened to Kelly Pecoraro’s Blue Foundry (BLFY) stock options?
All 177,000 stock options were cancelled and converted into a cash payment. The cash amount equals the difference between the $11.6900 exercise price and the $13.6435 per share consideration, multiplied by the number of option shares.