Columbia Financial Form 4: 233,808-Share Disposition, Awards Vesting

Rhea-AI Filing Summary

Columbia Financial, Inc. director and President & CEO reported insider activity on 10/03/2025. The filing shows an acquisition (code A) of 120.0222 common stock units at a price of $14.89, recorded as phantom stock purchased under a non-qualified stock-based deferral plan that will settle in shares on distribution. The report lists a beneficial ownership total of 65,790.9122 shares following the transaction (held indirectly), a disposition of 233,808 common shares, and multiple indirect holdings across retirement and deferral plans including a 401(k), ESOP, SERP, SIM and spouse-held shares. The filing also shows sizeable stock option positions exercisable through 2035 with strike prices ranging from $15.60 to $16.49, and notes various time- and performance-based vesting schedules for recent stock awards.

Positive

• Participation in the stock-based deferral plan with 120.0222 units purchased at $14.89
• Substantial equity alignment remains via large indirect holdings across 401(k), ESOP, SERP and deferred plans

Negative

• Large disposition of 233,808 common shares reported, reducing direct holdings
• Potential dilution from >650,000 exercisable options and additional options/awards vesting through 2035

Insights

Corporate Governance Analyst

Insider activity mixes small purchase, large disposition and concentrated indirect holdings.

The filing records a modest purchase of 120.0222 units at $14.89 under a deferred compensation plan that will convert to shares upon distribution, indicating continued participation in equity compensation mechanisms. At the same time, the reporting person recorded a disposition of 233,808 shares, which materially reduces directly held stock but leaves substantial indirect holdings across plans and spouse ownership.

Watch vesting and distribution dates for plan-held units and the timing of any further dispositions through 2025–2028, since those events will change direct vs indirect ownership and potential voting influence.

Compensation & Dilution Specialist

Large option pool and staged award vesting create multi-year potential dilution.

The report lists multiple stock option grants totaling over 825,000 exercisable options across strike prices of $15.60 to $16.49 with expirations through 2035, plus several stock awards that vest partly on time-based schedules and partly on performance conditions. These awards, if vested and exercised or settled, would increase share count and dilute existing holders over the next several years.

Key items to monitor are achievement of the specified performance vesting criteria and scheduled vesting dates (e.g., installments commencing on 05/01/2024, 03/06/2025, and 03/03/2026) because they determine when additional shares could be issued.

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^*

Kemly Thomas J.

(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
X	Officer (give title below)		Other (specify below)
	President & CEO

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		120.0222(1)	A	$14.89	65,790.9122	I	By Stock-Based Deferral Plan
Common Stock								233,808	D
Common Stock								40,946	I	By 401(k)
Common Stock								7,620	I	By ESOP
Common Stock								32,597	I	By SERP
Common Stock								41,572	I	By SIM
Common Stock								5,933	I	By Spouse
Common Stock								43,411	I	By Stock Award II(2)
Common Stock								50,686	I	By Stock Award III(3)
Common Stock								54,690	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	656,471		656,471	D
Stock Options (right to buy)	$15.94							05/01/2024(6)	05/01/2033	Common Stock	37,894		37,894	D
Stock Options (right to buy)	$16.49							03/06/2025(7)	03/06/2034	Common Stock	37,168		37,168	D
Stock Options (right to buy)	$16.23							03/03/2026(8)	03/03/2035	Common Stock	94,749		94,749	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	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 CLBK CEO buy or sell on 10/03/2025?

The filing reports an acquisition of 120.0222 common stock units at $14.89 and a reported disposition of 233,808 common shares on 10/03/2025.

How many shares does the reporting person beneficially own after the transaction?

The report lists a beneficial ownership total of 65,790.9122 shares following the reported transaction(s).

Are there stock options or awards disclosed for CLBK insider?

Yes. The filing lists multiple stock option grants exercisable at $15.60, $15.94, $16.49, and $16.23 with expirations through 2035, plus several stock awards with time- and performance-based vesting.

What is the nature of the 120.0222 units acquired?

Those units represent phantom stock purchased by the trustee of a rabbi trust under a non-qualified stock-based deferral plan and will be settled in shares upon distribution.

Do the disclosed awards have performance conditions?

Yes. Some stock awards vest 25% on time-based installments and the remaining 75% upon achievement of specified performance-based criteria, which would vest three years after the award date if achieved.