Columbia Financial insider: stock-unit purchase and large option holdings disclosed

Rhea-AI Filing Summary

Insider stock changes for Columbia Financial, Inc. (CLBK): An executive, William Justin Jennings (EVP, Operations Officer and Director), reported a non-derivative acquisition on 10/03/2025 of 50.3694 stock units purchased at $14.89 under a rabbi trust tied to the company’s Stock Based Deferral Plan; those units will be settled in shares on distribution. The filing also discloses existing indirect beneficial ownership across several plans: 11,754 shares (unspecified plan), 3,116 via the ESOP, 608 via the SERP, and awards of 7,795 and 7,533 under two stock award schedules. Derivative holdings include fully vested/options exercisable for 41,475, 5,715, and 13,051 common shares with exercise prices of $21.79, $16.49, and $16.23, respectively.

Positive

• Acquisition via rabbi trust of 50.3694 stock units at $14.89 under the Stock Based Deferral Plan
• Large vested option position: 41,475 options are fully vested and exercisable, providing compensation alignment
• Structured vesting with time- and performance-based awards that tie long-term pay to multi-year targets

Negative

• None.

Insights

Corporate Governance Analyst

Small non-discretionary purchase paired with sizable option holdings signals routine executive compensation activity.

The reported 50.3694 stock-unit acquisition at $14.89 was made through a rabbi trust under a stock-based deferral plan, indicating the transaction was an administrative conversion of deferred compensation rather than a market-directed purchase.

This reporting shows indirect holdings across multiple benefit plans and large outstanding option positions (totaling 60,241 options across three grants). Monitor vesting schedules and potential exercises that could affect share count over the next three years, particularly given staggered vesting referenced for awards and options.

Compensation & Equity Plan Specialist

Equity awards and options are structured with both time- and performance-based vesting, aligning pay with multi-year goals.

Two stock awards include performance-based vesting clauses with potential vesting three years after grant dates; other awards vest in approximately equal annual installments beginning on 03/06/2025 and 03/03/2026. Several stock options are fully or partially exercisable, with exercise prices ranging from $16.23 to $21.79.

Key near-term items to watch are the 03/06/2025 and 03/03/2026 installment vesting dates and any performance determinations that would convert conditional awards into vested shares within ~3 years.

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^*

Jennings William Justin

(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)
	EVP, Operations Officer

3. Date of Earliest Transaction (Month/Day/Year)
10/03/2025

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	10/03/2025		A		50.3694(1)	A	$14.89	3,323.7778	I	By Stock-Based Deferral Plan
Common Stock								11,754	D
Common Stock								3,116	I	By ESOP
Common Stock								608	I	By SERP
Common Stock								7,795	I	By Stock Award II(2)
Common Stock								7,533	I	By Stock Award III(3)

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)	$21.79							03/21/2023(4)	03/21/2032	Common Stock	41,475		41,475	D
Stock Options (right to buy)	$16.49							03/06/2025(5)	03/06/2034	Common Stock	5,715		5,715	D
Stock Options (right to buy)	$16.23							03/03/2026(6)	03/03/2035	Common Stock	13,051		13,051	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 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.

3. 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.

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

5. 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.

6. 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	10/07/2025
	** 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 William Justin Jennings report on Form 4 for CLBK?

He reported a non-derivative acquisition on 10/03/2025 of 50.3694 stock units at $14.89 under a rabbi trust connected to the Stock Based Deferral Plan and disclosed existing indirect and derivative holdings.

How many stock options does the reporting person hold for CLBK?

The filing lists option holdings of 41,475, 5,715, and 13,051 shares respectively, totaling 60,241 options.

Are any of the stock options exercisable immediately?

Yes. The grant with an exercise price of $21.79 is fully vested and exercisable; other grants have staggered vesting beginning on 03/06/2025 and 03/03/2026.

Do any equity awards have performance-based vesting?

Yes. Two stock awards include performance-based vesting provisions that, if achieved, would vest three years after the award date (03/03/2028 is cited for one conditional award).

Were the reported shares purchased on the open market?

No. The 50.3694 units were purchased on a non-discretionary basis by the trustee of the rabbi trust and will be settled in shares on distribution.