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Columbia Financial (CLBK) Insider Form 4: Options and Deferral Holdings Detailed

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

Rhea-AI Filing Summary

Holland Noel R., a director of Columbia Financial, Inc. (CLBK), reported transactions on Form 4 dated 09/05/2025. The filing shows the trustee of the Bank's rabbi trust purchased 11.0995 phantom stock units at $15.01 under the Columbia Bank Stock Based Deferral Plan; those units will be settled in shares upon distribution. The report lists multiple holdings: 9,968.4445 shares indirectly held via the deferral plan, 46,280 shares indirectly held in a SEP-IRA, and 3,207 shares indirectly from a stock award. The filer also reported a disposition of 33,519 common shares.

The filer holds fully vested stock options83,294 underlying common shares held directly. Stock awards granted under the 2019 Equity Incentive Plan will vest on 03/11/2026.

Positive

  • Acquisition of 11.0995 phantom stock units under the Columbia Bank Stock Based Deferral Plan, which will be settled in shares upon distribution
  • Substantial long-term equity exposure including 83,294 shares underlying fully vested options exercisable through 07/23/2029
  • Clear disclosure of stock awards vesting on 03/11/2026 under the 2019 Equity Incentive Plan

Negative

  • Disposition of 33,519 common shares reported on the form
  • Potential future dilution from 83,294 underlying option shares if exercised

Insights

TL;DR: Routine insider transactions show a mix of acquisitions, a substantial disposition, and large vested option exposure.

The Form 4 documents a non-discretionary acquisition of 11.0995 phantom stock units purchased by the rabbi trust and several existing indirect and direct equity positions. Notably, the filer disposed of 33,519 common shares while retaining significant indirect holdings (totaling tens of thousands of shares) and 83,294 shares underlying fully vested options with a $15.60 strike. This increases potential future dilution if options are exercised but reflects standard executive compensation mechanics rather than an operational development.

TL;DR: Disclosure aligns with compensation and deferral plan mechanics; the reported disposition warrants attention but is not a governance red flag by itself.

The filing clarifies that phantom units are held in a rabbi trust under the Stock Based Deferral Plan and certain stock awards vest on 03/11/2026. The presence of a large vested option position (exercisable through 2029) and an outright disposal of 33,519 shares are material to the director's alignment with shareholders and liquidity events. All transactions appear documented with appropriate explanatory footnotes consistent with the 2019 Equity Incentive Plan.

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
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*
Holland Noel R.

(Last) (First) (Middle)
19-01 ROUTE 208 NORTH

(Street)
FAIR LAWN NJ 07410

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Columbia Financial, Inc. [ CLBK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
09/05/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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 09/05/2025 A 11.0995(1) A $15.01 9,968.4445 I By Stock-Based Deferral Plan
Common Stock 33,519 D
Common Stock 46,280 I By SEP-IRA
Common Stock 3,207 I By Stock Award IV(2)
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 (right to buy) $15.6 07/23/2020(3) 07/23/2029 Common Stock 83,294 83,294 D
Explanation of Responses:
1. Represents phantom stock purchased, on a non-discretionary basis, by the trustee of the Bank's rabbi trust maintained in connection with the Columbia Bank Stock Based Deferral Plan, a non-qualified stock-based deferral plan. Stock unit interests under the Columbia Bank Stock Based Deferral Plan will be settled in shares of stock upon distribution to the reporting person.
2. Stock Awards granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan which vest in one year on March 11, 2026.
3. Stock Options granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan are fully vested and exercisable.
Remarks:
/s/ Dennis E. Gibney, Power of Attorney 09/09/2025
** 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.

FAQ

What did Holland Noel R. report on the Form 4 for CLBK?

The filer reported a purchase of 11.0995 phantom stock units at $15.01, a disposition of 33,519 common shares, and existing holdings including 9,968.4445 shares (indirect, deferral plan), 46,280 shares (SEP-IRA), 3,207 shares (stock award), and 83,294 shares underlying vested options.

How many option shares does the reporting person control for CLBK?

The Form 4 shows 83,294 shares underlying stock options with a $15.60 exercise price exercisable through 07/23/2029.

Are there any vesting dates disclosed in the CLBK Form 4?

Yes. Stock awards granted under the Columbia Financial, Inc. 2019 Equity Incentive Plan are stated to vest in one year on 03/11/2026.

What is the nature of the 11.0995 units acquired?

Those are phantom stock units purchased by the trustee of the rabbi trust maintained in connection with the Columbia Bank Stock Based Deferral Plan and will be settled in shares upon distribution.

Was the Form 4 filed individually or jointly for CLBK?

The filing indicates it was filed by one reporting person (individual filing).
Columbia Financ

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CLBK Stock Data

1.68B
26.23M
74.42%
13.11%
1.5%
Banks - Regional
Savings Institution, Federally Chartered
Link
United States
FAIR LAWN