Merger converts Blue Foundry (NASDAQ: BLFY) stock into Fulton shares

Rhea-AI Filing Summary

Blue Foundry Bancorp director Robert Thomas Goldstein reported dispositions of all his Blue Foundry equity positions in connection with the company’s merger with Fulton Financial Corporation. On April 1, 2026, he disposed of 39,283 common shares held directly, plus 27,887 shares held in a 401(k) plan and 8,500 shares held in an IRA, all recorded as dispositions to the issuer.

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. On March 30, 2026, 106,959 stock options with an exercise price of $11.54 per share were canceled and converted into a cash payment based on a per share consideration price of $13.6435. Following these transactions, the filing shows no remaining Blue Foundry common stock or options for Goldstein.

Insights

Banking M&A and governance analyst

Director’s Blue Foundry stake is cleaned up mechanically by the Fulton merger, not through market selling.

This Form 4 shows Robert Thomas Goldstein, a director of Blue Foundry Bancorp, disposing of all reported Blue Foundry shares and options as part of a completed merger with Fulton Financial Corporation. Common shares are converted into Fulton stock at a fixed 0.650 exchange ratio, so the economic exposure rolls into the acquirer rather than disappearing.

The stock options are not exercised into shares. Instead, they are canceled and converted into a cash payment equal to the spread between the $11.54 exercise price and the $13.6435 per share merger consideration, multiplied by 106,959 optioned shares. Because these are issuer redemptions under a merger agreement, not open‐market trades, they carry limited informational value about the director’s independent view of the stock.

For investors following BLFY, this filing mainly confirms mechanical clean-up of insider positions at closing. The more consequential elements for valuation—such as Fulton’s share price and any stated merger synergies or integration milestones—would be detailed in the merger agreement and related disclosures, rather than in this Form 4.

Insider Trade Summary

4 transactions reported

Mixed 4 txns

Insider Goldstein Robert Thomas

Role Director

Type	Security	Shares	Price	Value
Disposition	Common Stock	39,283	$0.00	--
Disposition	Common Stock	27,887	$0.00	--
Disposition	Common Stock	8,500	$0.00	--
Disposition	Stock Options	106,959	$0.00	--

Holdings After Transaction: Common Stock — 0 shares (Direct); Common Stock — 0 shares (Indirect, By 401(k) plan); 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 at a rate of 20% per year commencing on August 26, 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: 39,283 shares 401(k) common shares disposed: 27,887 shares IRA common shares disposed: 8,500 shares +4 more

7 metrics

Direct common shares disposed 39,283 shares Disposition to issuer on April 1, 2026

401(k) common shares disposed 27,887 shares Indirect disposition via 401(k) plan on April 1, 2026

IRA common shares disposed 8,500 shares Indirect disposition via IRA on April 1, 2026

Stock options canceled 106,959 options Disposition to issuer on March 30, 2026

Option exercise price $11.54 per share Canceled stock options’ exercise price

Per share merger consideration $13.6435 per share Cash value used to calculate option payout

Share exchange ratio 0.650 shares Fulton Financial shares per Blue Foundry share

Key Terms

Agreement and Plan of Merger, per share consideration price, stock options, 401(k) plan, +1 more

5 terms

Agreement and Plan of Merger financial

"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

"equal to the difference between the exercise price of the option and the per share consideration price ($13.6435)..."

stock options financial

"Stock options vest at a rate of 20% per year commencing on August 26, 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.

401(k) plan financial

"Common Stock ... nature_of_ownership: By 401(k) plan"

A 401(k) plan is a workplace retirement account that lets employees set aside part of their pay into a tax-advantaged savings pot, often with employers adding matching contributions — like a workplace piggy bank for future income. It matters to investors because the amount people save and how employers fund these plans influence consumer spending, corporate payroll costs and the flow of money into financial markets, which can affect stock prices and company valuations.

IRA financial

"Common Stock ... nature_of_ownership: By IRA"

An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

Goldstein Robert 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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/01/2026		D		39,283	D	(1)	0	D
Common Stock	04/01/2026		D		27,887	D	(1)	0	I	By 401(k) plan
Common Stock	04/01/2026		D		8,500	D	(1)	0	I	By IRA

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options	$11.54	03/30/2026		D			106,959	(2)	08/26/2032	Common Stock	106,959	(3)	0	D

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 at a rate of 20% per year commencing on August 26, 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 Attorney	04/01/2026
	** Signature of Reporting Person	Date
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 transaction did Blue Foundry Bancorp (BLFY) report for Robert Thomas Goldstein?

Blue Foundry director Robert Thomas Goldstein reported disposing of all his Blue Foundry equity positions. He transferred common shares held directly, in a 401(k) plan, and in an IRA, along with all reported stock options, back to the issuer under the completed merger terms.

How many Blue Foundry (BLFY) shares did Robert Goldstein dispose of in this Form 4?

Robert Goldstein disposed of 39,283 Blue Foundry common shares held directly. He also disposed of 27,887 shares held through a 401(k) plan and 8,500 shares held through an IRA, with each position treated as a disposition to the issuer as part of the merger.

What happened to Blue Foundry (BLFY) stock options held by Robert Goldstein in the Fulton merger?

Goldstein’s 106,959 Blue Foundry stock options with an exercise price of $11.54 per share were canceled. Under the merger agreement, each option was converted into a cash payment based on the $13.6435 per share consideration price, net of taxes and withholdings.

What consideration do Blue Foundry Bancorp (BLFY) shareholders receive in the Fulton Financial merger?

Each issued and outstanding share of Blue Foundry common stock is converted into the right to receive 0.650 shares of Fulton Financial Corporation common stock. Holders also receive cash in lieu of any fractional Fulton shares created by the exchange ratio.

Does Robert Goldstein hold any Blue Foundry (BLFY) shares after these transactions?

According to the Form 4, Goldstein’s reported positions in Blue Foundry common stock and related stock options all show zero shares remaining after the merger-related dispositions, indicating no continuing Blue Foundry equity holdings in the reported accounts.

Are Robert Goldstein’s Blue Foundry (BLFY) stock sales open-market transactions?

No. The filing classifies these as issuer dispositions tied to a merger, not open-market trades. Common shares were converted into Fulton Financial stock, while stock options were canceled for cash under the agreed per share merger consideration price, following the merger agreement’s terms.