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[Form 4] Blue Foundry Bancorp Insider Trading Activity

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

Rhea-AI Filing Summary

Blue Foundry Bancorp President and CEO James D. Nesci reported disposing of common stock and stock options in connection with the company’s merger with Fulton Financial Corporation. On April 1, 2026, he disposed of 113,178 shares of common stock held directly and 57,154 shares held indirectly through an IRA, ESOP, and 401(k), all as dispositions to the issuer rather than open‑market sales. On March 30, 2026, a stock option covering 570,450 shares of common stock with an exercise price of $11.69 per share was also disposed of to the issuer. Under the merger agreement, each share of Blue Foundry common stock was converted into the right to receive 0.650 shares of Fulton Financial common stock, and each outstanding option was cancelled for a cash payment based on a per share consideration price of $13.6435.

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Insider Nesci James D
Role President and CEO
Type Security Shares Price Value
Disposition Common Stock 113,178 $0.00 --
Disposition Common Stock 36,882 $0.00 --
Disposition Common Stock 11,772 $0.00 --
Disposition Common Stock 8,500 $0.00 --
Disposition Stock Options 570,450 $0.00 --
Holdings After Transaction: Common Stock — 0 shares (Direct); Common Stock — 0 shares (Indirect, By IRA); 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 113,178 shares Common stock, disposition to issuer on April 1, 2026
IRA-held shares disposed 36,882 shares Common stock held indirectly by IRA, disposition on April 1, 2026
ESOP shares disposed 11,772 shares Common stock held indirectly by ESOP, disposition on April 1, 2026
401(k) shares disposed 8,500 shares Common stock held indirectly by 401(k), disposition on April 1, 2026
Option underlying shares 570,450 shares Stock option disposed to issuer on March 30, 2026
Option exercise price $11.69 per share Exercise price of disposed stock option
Per share consideration price $13.6435 per share Merger consideration reference price for option cash-out
Stock-for-stock exchange ratio 0.650 shares Fulton Financial shares per BLFY share in merger
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
"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 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.
disposition to issuer financial
"transaction_code_description": "Disposition to issuer""
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*
Nesci James D

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
President and CEO
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 Stock04/01/2026D113,178D(1)0D
Common Stock04/01/2026D36,882D(1)0IBy IRA
Common Stock04/01/2026D11,772D(1)0IBy ESOP
Common Stock04/01/2026D8,500D(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$11.6903/30/2026D570,450 (2)10/19/2032Common Stock570,450(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)
Blue Foundry Ban

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274.88M
17.64M
Banks - Regional
Savings Institutions, Not Federally Chartered
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United States
RUTHERFORD