[Form 4] Columbia Financial, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Jennings William Justin, EVP, Operations Officer of Columbia Financial, Inc. (CLBK), reported insider transactions dated 08/22/2025. The filing shows an acquisition of 48.8599 common stock units at $15.35 through the Columbia Bank Stock Based Deferral Plan, described as phantom stock units to be settled in shares upon distribution. The report lists a beneficial ownership figure of 3,175.0859 shares (identified as indirect). The filing also records a disposition of 11,754 shares and multiple indirect holdings from an ESOP (3,116), a SERP (608), and performance/award grants (7,795 and 7,533). Derivative holdings include exercisable stock options totaling 41,475, and additional options of 5,715 and 13,051.

Positive

• Acquisition recorded under a formal deferral plan, indicating use of established compensation infrastructure
• Substantial vested options (41,475 exercisable) align executive incentives with shareholder value upon exercise

Negative

• Disposition of 11,754 shares was reported, reducing direct ownership reported on this Form 4
• Significant number of outstanding options and awards could lead to future dilution if exercised or vested

Insights

Securities Analyst

TL;DR: Insider acquired a small number of phantom units, reported a large disposition, and holds substantial vested options.

The filing documents a modest purchase of 48.8599 phantom stock units at $15.35 under a non-qualified deferral plan and a reported disposition of 11,754 common shares. The reporting person retains meaningful option exposure—41,475 exercisable options plus other option grants—indicating significant potential equity dilution and future alignment with shareholder outcomes if exercised. The mix of indirect holdings (ESOP, SERP, performance awards) suggests compensation is distributed across multiple benefit vehicles rather than held directly.

Corporate Governance Expert

TL;DR: Transaction mix reflects routine executive compensation activity, not a clear signal of material change.

The combination of a small acquisition via the Stock Based Deferral Plan, a sizable reported disposition, and multiple outstanding awards/options is consistent with compensation, tax planning, or portfolio management by an officer. The filing discloses performance-based awards and time-vested options with varying vesting schedules and exercisability, which is relevant for future dilution timing. No unusual derivative structures or new change-in-control triggers are disclosed in this Form 4.

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^*

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)
08/22/2025

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	08/22/2025		A		48.8599(1)	A	$15.35	3,175.0859	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	08/26/2025
	** 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 CLBK insider Jennings William Justin acquire on 08/22/2025?

The filing shows the acquisition of 48.8599 common stock units at $15.35 through the Columbia Bank Stock Based Deferral Plan.

How many shares did the insider dispose of in this Form 4 for CLBK?

The report lists a disposition of 11,754 common shares.

What is the reporting person's total beneficial ownership reported in the filing?

The Form 4 shows a beneficial ownership figure of 3,175.0859 shares identified as indirect following the reported transaction.

Does the filing disclose any stock options for the CLBK insider?

Yes. The filing discloses exercisable stock options of 41,475 and additional option grants of 5,715 and 13,051 with stated exercise prices and vesting provisions.

Are the acquired units immediately convertible to shares?

The acquisition represents phantom stock units in a rabbi trust under the Stock Based Deferral Plan and will be settled in shares upon distribution, per the filing.