Columbia Financial (CLBK) Insider Transaction: Large Share Sale and Deferral Purchase

Rhea-AI Filing Summary

Allyson Katz Schlesinger, SEVP & Head of Consumer Banking at Columbia Financial, Inc. (CLBK), reported transactions on 09/19/2025. The filing shows an acquisition of 21.5744 phantom stock units under the Columbia Bank Stock Based Deferral Plan at a price of $15.51 per share equivalent, which will be settled in shares upon distribution. The form also reports a disposition of 64,281 common shares. The report lists multiple indirect holdings across the reporting person’s benefit plans and awards, and several outstanding stock options with exercise prices from $15.60 to $16.49 and expirations through 2035.

Positive

• Participation in stock-based deferral plan shows ongoing alignment with long-term shareholder interests through deferred compensation.
• Multiple equity awards and options remain outstanding with staggered vesting, supporting retention incentives.

Negative

• Large disposition of 64,281 common shares was reported, indicating a material reduction in direct share ownership on this filing date.
• Net direct share change unclear because the filing shows both acquisitions and disposals without explanation for the disposals.

Insights

Securities Analyst

TL;DR Insider disposed of a large block of shares while acquiring a small phantom stock deferral interest; holdings include multiple vested and unvested awards.

The 64,281-share disposition on the same filing is notable for its size relative to the single-unit acquisition recorded, indicating a net reduction in direct holdings. The acquisition reflects participation in a non-qualified stock deferral plan that will convert to shares on distribution, preserving long-term alignment with equity compensation structures. Outstanding options are modestly in-the-money around current reported prices, with staggered vesting and expirations through 2035, which maintains potential future insider buying if exercised.

Corporate Governance Expert

TL;DR Transaction mix shows routine compensation-related movements rather than a discrete corporate event.

The Form 4 primarily documents compensation-driven transactions: phantom units purchased by a trustee and multiple plan- and performance-based awards and options with scheduled vesting. The presence of disposals could reflect plan distributions, portfolio rebalancing, or other personal liquidity needs; the filing does not state the reason. Governance-wise, continued participation in the bank’s equity plans demonstrates alignment with shareholder interests through deferred and performance-based equity instruments.

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
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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^*

Schlesinger Allyson Katz

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SEVP&Head of Consumer Banking

3. Date of Earliest Transaction (Month/Day/Year)
09/19/2025

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	09/19/2025		A		21.5744(1)	A	$15.51	13,390.1746	I	By Stock-Based Deferral Plan
Common Stock								64,281	D
Common Stock								6,683	I	By ESOP
Common Stock								6,459	I	By SERP
Common Stock								4,683	I	By SIM
Common Stock								14,470	I	By Stock Award II(2)
Common Stock								12,672	I	By Stock Award III(3)
Common Stock								12,288	I	By Stock Award IV(4)

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(5)	07/23/2029	Common Stock	155,294		155,294	D
Stock Options (right to buy)	$15.94							05/01/2024(6)	05/01/2033	Common Stock	12,632		12,632	D
Stock Options (right to buy)	$16.49							03/06/2025(7)	03/06/2034	Common Stock	9,292		9,292	D
Stock Options (right to buy)	$16.23							03/03/2026(8)	03/03/2035	Common Stock	21,289		21,289	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, 25% of which vest in three approximately equal annual installments commencing on May 1, 2024; and the remaining 75% of which vest upon achievement of certain specified performance-based vesting criteria, which if achieved, such Awards would vest three years after the date of the Award.

3. Stock Awards granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive plan, 25% of which vest in three approximately equal annual installments commencing on March 6, 2025; and the remaining 75% of which vest upon achievement of certain specified performance-based vesting criteria, which if achieved, such Awards would vest three years after the date of the Award.

4. Stock Awards granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive plan, which vest upon achievement of certain specified performance-based vesting criteria, which if achieved, such Awards would vest three years after the date of the Award on March 3, 2028.

5. Stock Options granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan are fully vested and exercisable.

6. Stock Options granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan vest in three approximately equal annual installments commencing on May 1, 2024.

7. Stock Options granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan vest in three approximately equal annual installments commencing on March 6, 2025.

8. Stock Options granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan vest in three approximately equal annual installments commencing on March 3, 2026.

Remarks:

	/s/ Dennis E. Gibney, Power of Attorney	09/23/2025
	** 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 Allyson Katz Schlesinger report on Form 4 for CLBK?

The filing reports an acquisition of 21.5744 phantom stock units at $15.51 under a stock-based deferral plan and a disposition of 64,281 common shares on 09/19/2025.

What is the nature of the 21.5744 units acquired?

They are phantom stock units purchased by the trustee of the Bank's rabbi trust under the Columbia Bank Stock Based Deferral Plan and will be settled in shares upon distribution.

Does the Form 4 list other equity holdings for the reporting person?

Yes, the report lists indirect holdings across plans including an ESOP, SERP, SIM, two stock awards, and several outstanding stock options totaling approximately 198,507 options underlying common stock when summed across listed grants.

Are there exercisable options reported for the reporting person?

Yes, the filing shows fully vested options with exercise prices including $15.60 (exercisable, expiring 07/23/2029) and additional options vesting on schedules through 2026 with expirations through 2035.